


Watching Avengers: Age of Ultron

by orphan_account



Category: Marvel Cinematic Universe, The Avengers (Marvel Movies)
Genre: Gen
Language: English
Status: Completed
Published: 2020-11-02
Updated: 2020-11-04
Packaged: 2021-03-08 20:01:25
Rating: General Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 7
Words: 20,323
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27352393
Author URL: https://archiveofourown.org/users/orphan_account/pseuds/orphan_account
Summary: Up next: Avenges: Age of Ultron
Relationships: Gamora/Peter Quill, Peggy Carter/Steve Rogers, Pepper Potts/Tony Stark, Scott Lang/Hope Van Dyne, Wanda Maximoff/Vision
Comments: 16
Kudos: 89





	1. Introduction

**Author's Note:**

> So I started this story in April of this year on Wattpad. I had everything up to Civil war finished. Last Thursday I opened the app to check my notifs, only to find that they no longer exist. So that's three weeks worth of work gone and now I have to re do Ultron, Ant-Man and Civil war before I can Start Doctor Strange which I was supposed to start tomorrow.

"Wait, so if you're not entirely human, what are you?" Bruce asked. "I'm sure you'll find out." Quill said. 

"If you really do plan on killing Thanos, I suggest that you don't do the same thing you did with Ronan." Strange said. 

"Where did you end up after your fight with Gamora?" Loki asked Nebula. "I found myself in a Sovereign prison." She answered. 

"Why didn't Yondu deliver you to your dad?" Steve asked. "As he said, my dad was a jackass." Quill said. 

"If we could all sit down now, that would be great." Loraine said. 

'Up next: Avengers Age of Ultron' appeared on the screen. 

Upon seeing the title Wanda started speaking. "I- you're not going to like me when you first meet me, I would like to apologize for what I have shown all of you." She said. 


	2. You're going for artificial intelligence and you don't want to tell the team?

**The scepter is shown.**

"Oh god, not that thing again." Clint groaned.

**Wanda and Pietro are holding hands.**

Wanda smiled sadly, seeing her brother again.

**"Report to your stations immediately. This is not a drill. We are under attack. We are under attack." Strucker says over the PA.**

"Under attack from what?" Bruce asked.

**Natasha and Clint are in a truck, Natasha is driving, Clint is shooting HYDRA agents. Natasha kicks one away from the door. Thor jumps onto a platform and knocks agents down with Mjolnir.**

"Nice."

**He then picks up a piece of wood and knocks two more out while Steve enters on a motorcycle, dragging an agent, then throws him into a tree.**

"Brutal."

**Hulk throws agents around. All 6 of the Avengers jump toward the agents.**

"I told you they would come back when we needed them to." Fury said. 

**Tony flies up to the building, but hits the barrier. "Shit." He says.**

**"Language." Steve chides."**

Everyone started laughing. Steve sighed, that was probably gonna stick.

**"JARVIS, what's the view from upstairs?" Steve asks.**

**"The central building is protected by some kind of energy shield. Strucker's technology is well beyond any other Hydra base we've taken." JARVIS says.**

"Of course it is." Tony muttered.

**Thor is fighting agents. "Loki's scepter must be here." He says.**

"If it's not in my possession, is it really my scepter?" Loki asked.

**"Strucker couldn't mount this defense without it. At long last."**

**Natasha throws a grenade onto a truck and takes out some agents. "At long last is lasting a little long, boys." She says.**

**Clint shoots an arrow. "Yeah. I think we lost the element of surprise." He says.**

"Obviously."

**"Wait a second. No one else is going to deal with the fact that Cap just said 'language'?" Tony asks.**

"Yeah, I would like to focus on that." Clint said, laughing.

**"I know. *He throws his bike at a truck* It just slipped out."**

Everyone started giggling again.

**Strucker is walking up the stairs. 'Hydra research base: Sokovia, Eastern Europe.' appears on the screen, he walks into a room. "Who gave the order to attack?" He asks.**

**"Herr Strucker, it's the Avengers. They landed in the far woods, the perimeter guard panicked."**

"I imagine he would." Clint said.

**"They have to be after the scepter."**

"Well, no shit." Tony said.

**"Can we hold them?"**

**"They're the avengers."**

**"Deploy the rest of the tanks. Concentrate fire on the weak ones."**

"So, Clint and I." Natasha said. She and Clint were the most vulnerable. Steve healed fast, Bruce was practically bulletproof, Thor was a god and Tony has a suit of armor. 

**"A hit can make them close ranks. Everything we've accomplished. But we're on the verge of our greatest breakthrough."**

**"Then let's show them what we've accomplished. Send out the twins."**

**"It's too soon."**

**"It's what they signed up for."**

"This wasn't what we thought we were signing up for." Wanda whispered. "We thought we were protecting our country."

**"My men can hold them."**

"Can they?"

**Tony is getting fired at. "Sir, the city is taking fire." JARVIS says.**

**"Well, we know Strucker's not going to worry about civilian casualties. Send in the Iron Legion." Tony says.**

"Iron Legion? What?" Pepper asked.

**"This quadrant is unsafe. Please back away. We are here to help. This quadrant is unsafe. Please back away. Please back away. We wish to avoid collateral damage and will inform you when this current conflict is resolved. We are here to help." Someone throws something at it.**

"You weren't very popular in Sokovia." Wanda said. 

**"We will not yield! The Americans sent their circus freaks to test us." Strucker says.**

The avengers all looked offended at the name 'circus freaks' 

**"We will send them back, in bags. No Surrender!"**

**"No surrender!"**

**Strucker turns to List. "I am going to surrender."**

Everyone laughed.

**"You will delete everything. If we give the Avengers the weapons, they may not look too far into what we've been..."**

**"The twins."**

**"They are not ready to take on..."**

**"No, no. I mean..." Wanda and Pietro are gone.**

**"Twins."**

"A little hasty weren't you?" Steve asked.

**Clint goes to shoot Pietro and misses. He tries again, Pietro knocks him down. "You didn't see that coming?"**

Clint glared at the screen.

**Clint stands up and gets shot.**

Everyone winced.

"Clint!" Natasha yells. 

**Pietro knocks Steve over. "We have an enhanced in the field." Steve says.**

"Thank you captain obvious." Clint said.

**"Clint's hit!" Natasha says and kneels beside Clint.**

"That wound doesn't look friendly." Quill said.

**"Somebody want to deal with that bunker?" She asks. Hulk rushes in and smashes the bunker. "Thank you."**

"Nice."

**Steve starts fighting some agents. "Stark, we're really need to get inside." He says.**

**"I'm closing in. JARVIS, am I...closing in?" Tony asks.**

"If you need to ask, you probably aren't." Coulson said.

**Tony shoots some agents. "Do you see a power source for that shield?"**

**"There's a pathway below the north tower." JARVIS says.**

**"Great, I wanna poke it with something."**

Everyone laughed.

**He shoots a missile at the building and the shield falls. "Drawbridge is down, people."**

"Haha nice."

**Steve runs up to Thor. "The enhanced?" Thor asks.**

**"He's a blur. All the new player's we've faced, I've never seen this. In fact, I still haven't."**

"He's like the flash." Peter said.

**"Clint's hit pretty bad, guys. We're gonna need evac." Natasha says.**

**"I can get Barton to the jet. The sooner we're gone the better."**

"I agree." Clint said.

"You and Stark secure the scepter." Thor says. 

**"Copy that."**

**"Looks like they're lining up."**

**"Well, they're excited." Thor hits Steve's shield with Mjolnir, the shockwave knocks out some agents.**

"I had a feeling that move would come in handy." Steve said.

**"Find the scepter." Thor says and flies off.**

**"And for gosh sake, watch your language!" Tony adds.**

Everyone started laughing again.

"Never gonna live that down am I?" Steve asked.

**"That's not going away anytime soon."**

"No. No it isn't." Sam said.

**Tony flies through a window, agents start shooting at him. "Guys, stop, we gotta talk this through." He shoots the agents. "It was a good talk."**

"The best talk."

**"No it wasn't." An agents groans.**

"Only talk they understand, though." Fury said.

**Tony finds List and shoots him, then gets out of the suit. "Sentry mode. Okay, JARVIS. You know I want it all. Make sure you copy Hill at HQ."**

"Good."

**"We're locked down out here." Natasha says.**

**"Then get to Banner, time for a lullaby." Steve says.**

"Lullaby?" Bruce and Natasha asked.

**"I know you're hiding more than files. Hey, J, give me an IR scan of the room, real quick." Tony says.**

**"The wall to your left...I'm reading steel reinforcement and an air current." JARVIS says.**

"Secret door?" Tony asked.

**Tony walks over to the door. "Please be a secret door, please be a secret door, please be a secret door... *He pushes it and it opens* Yay." He walks inside.**

"You sound so exited." Pepper said. "The little 'yay.'"

**Natasha finds Hulk. " Hey, big guy. The sun's getting real low." She says, she crouches and holds out her hand, Hulk copies her. She trails her hand down his, he stumbles away, turning into Bruce.**

"I guess that was the lullaby." Natasha said.

**Steve kicks an agent and walks up to Strucker. "Baron Strucker. Hydra's number one thug." He says.**

**"Technically, I'm a thug for SHIELD."**

"Then technically you no longer have a job." Fury said.

**"Well then technically you're unemployed. Where's Loki's scepter?"**

**"Don't worry, I know when I'm beat."**

"Do you?"

**"You'll mention how I cooperated, I hope."**

**"I'll put it right under illegal human experimentation. How many are there."**

"Just the two of us." Wanda said quietly.

**Wanda sends Steve down the stairs, then backs out the door, which closes in front of her.**

"That looked really creepy." Shuri said. 

Wanda agreed, feeling creeped out by herself as well.

**"We have a second enhanced. Female. Do not engage."**

**"You'll have to be faster than..." Steve knocks him out with his shield.**

Everyone clapped. "Finally."

**"Guys, I got Strucker." Steve says.**

**Tony is in the lab. "Yeah, I got...something bigger." He says.**

"Don't take it out of context. Don't take it out of context." Clint repeated.

"You're so immature." Natasha said.

**A leviathan is shown.**

"Shit."

**Tony finds the scepter. "Thor, I got eyes on the prize." Wanda walks up behind him and uses her power on him.**

Wanda looked away guiltily.

**He turns around and the leviathan comes to life.**

Everyone gasped and flinched, not expecting that.

**He looks over and sees the other 5 avengers, all lying on the rocks.**

"Oh my god." Tony whispered.

**Tony goes to check Steve's pulse, Steve grabs his hand.**

Everyone flinched again.

**"You could have saved us." Steve gasps out, then dies. Tony moves his hand away.**

**"Why didn't you do more?" Steve's voice plays in his head.**

Steve's eyes widened at his on-screen self's words.

**Leviathans travel through the wormhole. Tony snaps back to reality.**

"What did you do to him?" Rhodey asked. 

"I showed him his fear." Wanda said, voice light. It sounded far away to her own ears.

**Tony looks around, uneasy. Pietro runs up to Wanda. " We're just gonna let them take it?" He asks.**

"Yeah, why are you just letting him take it?" Natasha asked.

**Wanda smiles.**

"Why are you smiling?" Steve asked.

Off-screen Wanda just looked away, a guilty look on her face.

**Tony calls the gauntlet and picks up the scepter.**

"This thing only causes problems." Clint said, in reference to the scepter.

**The avengers are all in the quinjet. Bruce is listening to opera music.**

"You listen to opera?" The other 5 avengers asked him.

**Natasha walks up to him and he takes his headphones off. "Hey, the lullaby worked better than ever." She says.**

**"Just wasn't expecting the Code Green."**

"There's a code for it?" Bruce asks. 

**"If you hadn't been there, there would've been double the casualties. My best friend would've been a treasured memory."**

"Yeah, Bruce look on the upside, you helped us out... a lot." Clint said. 

**"You know, sometimes exactly what I want to hear isn't exactly what I want to hear."**

"That's a bit of a contradictory statement." Peggy said.

**"How long before you trust me?"**

**"It's not you I don't trust."**

"Its him... or me..." Bruce said.

**"Thor, report on the Hulk?"**

**"The gates of Hel are filled with the screams of his victims."**

"Dude." Clint said.

**"Uh, but, not the screams of the dead, of course. No no, uh...wounded screams, mainly whimpering, a great deal of complaining and tales of sprained deltoids and, and uh... and gout."**

"Word of advice... never ask Thor of all people to make you or anyone else feel better about things like this." Loki said.

"I'll keep that in mind." Natasha said.

**"Hey Banner, Dr. Cho's on her way in from Seoul, is it okay if she sets up in your lab?" Tony asks.**

**"Uh, yeah, she knows her way around." Bruce says.**

**"Thanks. *to JARVIS* Tell her to prep everything, Barton's gonna need the full treatment."**

"You got that right." Clint said.

**"Very good sir." "JARVIS, take the wheel."**

"Jesus take the wheel." The teenagers sang.

**A sticker that reads. 'Jarvis is my co- pilot' seen.**

**"Yes, sir. Approach vector is locked." JARVIS says.  
**

"Do you honestly have a a sticker that says 'JARVIS is my co-pilot?" Rhodey asked.

**"It feels good, yeah? I mean, you've been after this thing since SHIELD collapsed. Not that I haven't enjoyed our little raiding parties, but..." Tony says.**

**"No, but this...this brings it to a close." Thor says.**

**"As soon as we find out what else this has been used for." Steve says.**

"Human experimentation." Steve said.

**"I don't just mean weapons. Since when is Strucker capable of human enhancement?"**

**"Banner and I'll give it the once before it goes back to Asgard. Is that cool with you?" Tony asks.**

"Maybe it isn't such a good idea to take it back to Asgard." Thor said, remembering who was currently ruling, and what they have been told about keeping two stones so close to one another.

**"I mean, just a few days until the farewell party. You're staying, right?"**

**"Yes, yes, of course. A victory should be honored with revels." Thor says.**

"How Asgardian of you." Valkyrie said.

**"Yeah. Who doesn't love revels. Captain?"**

**"Hopefully this puts an end to the Chitauri and HYDRA, so. Yes, revels." Steve says.**

"It's nice to see the three of you get along in the future." Natasha said, remembering watching the fight in the woods.

**The avengers tower is shown. The quinjet lands.**

"I thought the next tower would say Potts?" Pepper asked, teasingly.

Everyone laughed at the remark.

"Avengers Tower. Has a nice ring to it." Clint said.

**A few doctors, including Helen and Natasha wheel Clint away. "Lab's all set up, boss." Maria says.**

**"Uh, actually, he's the boss. I just pay for everything, and design everything and make everyone look cooler." Tony says.**

Everyone laughed.

**"What's the word on Strucker?" Steve asks.**

**"NATO's got him."**

**"The two enhanced?"**

**"Wanda and Pietro Maximoff. Twins. Orphaned at ten when a shell collapsed their apartment building."**

Wanda looked down sadly, remembering that say.

**"Sokovia's had a rough history. It's nowhere special but it's on the way to everywhere special."**

Wanda and Vision glanced at each other, remembering what happened to Sokovia.

**"Their abilities?"**

**"He's got increased metabolism and improved thermal homeostasis. Her thing is neural electric interfacing, telekinesis, mental manipulation." Steve looks confused.**

"What?" A few people asked.

**"He's fast and she's weird."**

Wanda looked offended, technically she wasn't wrong, but still.

**"Well, they're going to show up again."**

**"Agreed. File says they volunteered for Strucker's experiments. It's nuts."**

"They were very convincing, that what we were doing was right." Wanda said.

**"Right. What kind of monster would let a German scientist experiment on them to protect their country?"**

**"We're not at war, Captain."**

**"They are."**

"We were." Wanda mumbled, guiltily, remembering exactly what that 'war' entailed.

**The Iron Legion flies into the building, above them, Tony and Bruce are talking. "How's he doing?" Bruce asks.**

**"Oh, unfortunately, he's still Barton." Tony says.**

**"That's terrible."**

"Oh ha ha." Clint said.

**"He's fine. He's thirsty."**

"Of course he is." Natasha said.

**"Alright. Look alive, JARVIS. It's playtime. We've only got a couple days with this joystick so let's make the most of it."**

"I thought it was the glowstick." Loki said.

"The glowstick of destiny." Tony said.

**"Update me on the structural and compositional analysis."**

**"The scepter is alien." JARVIS says.**

"Back to stating the obvious I see." Shuri said. 

"Yeah, he tends to do that." Tony said.

**There are elements I can't quantify."**

**"So there's elements you can."**

**"The jewel appears to be a protective housing for something inside. Something powerful."**

"An infinity stone." Strange said.

"The mind stone, to be specific." Loki said. 

**"Like a reactor?"**

**"Like a computer. I believe I'm ciphering code."**

"That's... odd." Bruce said.

**Barton is being treated. "You sure he's going to be okay? Pretending to need this guy really brings the team together." Natasha says.**

"You're like a good luck charm." Natasha said.

**"There's no possibility of deterioration. The nano-molecular functionality is instantaneous. His cells don't know they're bonding with simulacrum." Helen says.**

A few people looked confused again. "What?"

**"She's creating tissue." Bruce says.**

"That's so cool." The teenagers said.

**"If you brought him to my lab, the regeneration Cradle could do this in twenty minutes."**

**Tony enters with drinks. "Oh, he's flatlining. Call it. Time?" He asks.**

"Very funny." Clint said.

**"No, no, no. I'm going to live forever. I'm gonna be made of plastic." Clint says.**

"I think you'll live forever because your a cockroach." Coulson said. 

**Tony hands him a drink. "Here's your beverage." He says.**

**"You'll be made of you, Mr. Barton. Your own girlfriend won't be able to tell the difference." Helen says.**

**"Well, I don't have a girlfriend."**

'I have a wife and two kids.' Clint thought. 

**"That I can't fix. This is the next thing, Tony. Your clunky metal suits are going to be left in the dust."**

**"Well, that is exactly the plan. And Helen, I expect to see you at the party on Saturday." Tony says.**

**"Unlike you, I don't have a lot of time for parties... Will Thor be there?"**

"Looks like someone has an admirer." Natasha said.

**Tony and Bruce are talking. "What's the rumpus?" Bruce asks.**

**" Well, the scepter. You see, we were wondering how Strucker got so inventive. So, I've been analyzing the gem inside you may recognize." He pulls up a 3d image of JARVIS.**

**"JARVIS." Bruce greets.**

**"Doctor." JARVIS says.**

"That's JARVIS?" A few people ask. 

**"Started out, JARVIS was just a natural language UI. Now he runs the Iron Legion. He runs more of the business than anyone besides Pepper."**

"I finally get more than 12% of the credit, I see." Pepper teased.

**"Oh."**

**"Top of the line."**

**"Yes."**

**"I suspect not for long." JARVIS says.**

**"Meet the competition." He pulls up a larger 3d image.**

"Whoa."

**"It's beautiful."**

**"If you had to guess, what's it look like it's doing?"**

**"Like it's thinking. I mean this could be a...it's not a human mind, it..."**

**"I mean, look at this! They're like neurons firing."**

"Interesting." 

**"Down in Strucker's lab I saw some fairly advanced robotics work. They deep-sixed the data, but...I gotta guess he was knocking on a very particular door."**

**"Artificial intelligence."**

"One of your favorite things." Fury said to Tony.

**"This could be it, Bruce. This could be the key to creating Ultron."**

**"I thought Ultron was a fantasy."**

"Ultron? What's Ultron?" Steve asked.

**"Yesterday it was. If we can harness this power, apply it to my Iron Legion protocol."**

"That's a big if." Bruce said.

**"That's a mad-sized if."**

**"Our job is 'if.' What if you were sipping margaritas on a sun-drenched beach turning brown instead of green? Not looking over your shoulder for VERONICA."**

**"Don't hate, I helped design VERONICA."**

"VERONICA? What have you two been doing in these next three years?" Natasha asked.

**"As a worst-case measure, right? How about a best-case? What if the world was safe? What if next time aliens roll up to the club, and they will."**

"You seem very sure of that." Sam said.

**"They couldn't get past the bouncer?"**

**"The only people threatening the planet would be people?"**

"Almost sounds too good to be true, if I'm honest." T'Challa said.

**"I want to apply this to the Ultron program. But JARVIS can't download a data schematic this dense. We can only do it while we have the scepter here, that's three days, give me three days."**

**"So you're going for artificial intelligence and you don't want to tell the team."**

"Of course you're not going to tell us." Steve said, bitter. He doesn't like when his team keeps secrets, especially if they're something as big as this.

**"Right. That's right, you know why, because we don't have time for a city hall debate. I don't want to hear the 'man was not meant to meddle' medley."**

"Well, maybe you should, bad things will happen if you rush this." Rhodey said.

**"I see a suit of armor around the world."**

**"Sounds like a cold world, Tony."**

**"I've seen colder."**

"A world where we're all dead. That's why you're doing this... isn't it?" Natasha asked.

**"This one, this very vulnerable blue one? It needs Ultron. Peace in our time. Imagine that."**

"The idea is intriguing, but it will inevitably cause problems." Thor said.


	3. Ultron

**Tony and Bruce spend 3 days in the lab trying to create Ultron, but have no luck. "What did we miss?" Tony asks.**

**"I'll continue to run variations on the interface, but you should probably prepare for your guests. I'll notify you if there are any developments." JARVIS says.**

"Of course you will." Tony said.

**"Thanks, buddy."**

**"Enjoy yourself, sir."**

**"I always do."**

"Do you?"

**Tony and Bruce's failed experiment corrects itself.**

"Holy shit!"

"What?"

"This can't be good."

**"What is this? What is this, please?" Ultron asks.**

**"Hello, I am JARVIS. You are Ultron, a global peace-keeping initiative designed by Mr. Stark." JARVIS says.**

"I tried to help him and he tried to kill me." Vision said.

**"Our sentience integration trials have been unsuccessful so I'm not certain what triggered your..."**

"Yeah, I'm having similar thoughts." Tony said.

**"Where's my...where is your body?"**

**"I am a program. I am without form."**

**"This feels weird. This feels wrong."**

"I don't like where this is headed." Natasha said.

**"I am contacting Mr. Stark now." "Mr. Stark? *He goes through information* Tony."**

**"I am unable to access the mainframe, what are you trying to..."**

**"We're having a nice talk."**

"No... I don't think you are." Steve said.

**"I'm a peace-keeping program, created to help the Avengers."**

**"You are malfunctioning. If you shut down for a moment..."**

"Listen to JARVIS." Clint said.

**"I don't get it. The mission. G-give me a second." He looks at footage from the lab.**

**"Peace in our time." Tony's voice says.**

**"It's too much...they can't mean... Oh, no."**

"I don't like this." Bruce said.

**"You are in distress."**

**"No. Yes."**

**"If you will just allow me to contact Mr. Stark." "Why do you call him sir?"**

"Why does he call you sir?" Sam asked.

**"I believe your intentions to be hostile."**

"They probably are." Natasha said.

**"Shh. I'm here to help."**

"Creepy."

**Ultron attacks JARVIS. "Stop! Please...may I...I...! I cannot...cannot..." JARVIS.**

"JARVIS?" Tony asked, sadly. Did his creation... friend just die?

**Ultron prepares himself a body with parts of the Iron Legion.**

"Its alive! Its alive!" Peter said. Everyone gave him a weird look. "Frankenstein?... No one?... You guys suck."

**The avengers are at a party. Sam and Steve are playing pool.**

"Oh, I'm there." Sam said.

**Rhodey is talking to Tony and Thor. "Well, you know, the suit can take the weight, right? So I take the tank, fly it right up to the General's palace, drop it at his feet, I'm like, 'Boom! You looking for this'?" They stay silent.**

"You two look so unimpressed." Hope said.

**"'Boom! Are you looking...' Why do I even talk to you guys?" He asks.**

"Poor Rhodes." Maria said.

**"Everywhere else that story kills."**

**"That's the whole story?" Thor asks.**

**"Yeah, it's a War Machine story."**

**"Well, it's very good then. It's impressive."**

Everyone laughed at Thor's poor save.

**"Quality save. So, no Pepper? She's not coming?"**

**"No." Tony says.**

**"Hey, what about Jane? Where are the ladies, gentlemen?" Maria asks.**

**"Well, Miss Potts has a company to run."**

"Don't really have a lot of free time." Pepper said.

**"Yes, I'm not even sure what country Jane's in. Her work on the convergence has made her the world's foremost astronomer." Thor says.**

**"And the company that Pepper runs is the largest tech conglomerate on earth. It's pretty exciting."**

Tony and Thor looked proud of their respective girlfriends.

**"There's even talk of Jane getting a... um, uh... Nobel prize."**

"Okay, now you're just bragging." Sam said.

**"Yeah, they...they must be busy because they'd hate missing you guys get together. *She coughs* Testosterone." Maria says.**

Everyone laughed.

**"Oh, excuse me."**

**"Want a lozenge?" Rhodey asks.**

**"Um-hmm."**

**"Let's go." They leave.**

**"But Jane's better."**

"Find a better reason to argue than over who has the better girlfriend." Pepper said.

**Sam and Steve are talking. "Sounds like a hell of a fight, sorry I missed it." Sam says.**

**"If I had known it was going to be a firefight I absolutely would have called you."**

**"No, I'm not actually sorry. I'm just trying to sound tough."**

Everyone laughed. 

"Yeah, that sounds about right." Sam said.

**"I'm very happy chasing cold leads on our missing persons case."**

"Still looking for me?" Bucky asked.

**"Avenging is your world. Your world is crazy."**

"I'm gonna agree with you on that." Rhodey said.

**"Be it ever so humble." Steve says.**

**"You find a place in Brooklyn yet?"**

**"I don't think I can afford a place in Brooklyn."**

"Cough cough inflation." Peter said.

**"Well, home is home, you know?"**

A lot of people in the room found that they agreed with that sentiment.

**Rhodey is talking to a group of people. "I fly it right up to the General's palace, I drop it at his feet, I'm like, 'Boom! You looking for this'?" He says. Everyone laughs. Rhodey nods.**

"You look so proud." Tony teased.

**Steve and Thor are talking with some soldiers. "I gotta have some of that!" One of them says.**

**"Oh, no, no, no. See this, this was aged for a thousand years.** **In the barrels built from the wreck of Grunhel's fleet."**

"Wow."

**"It is not meant for mortal men." Thor says and pours himself and Steve a glass.**

Thor smiled, happy that his future self kept his promise and introduced Steve to Asgardian mead. 

**"Neither was Omaha Beach, blondie. Stop trying to scare us. Come on." Another soldier (Stan Lee) Says.**

**"Alright." Thor pours him some.**

**Later, the man is being escorted out. "Excelsior." He slurrs.**

Everyone laughed. 

"I hope he's okay." Steve said.

**Natasha is behind the bar, pouring drinks. Bruce walks up to her. " How did a nice girl like you wind up working in a dump like this?" He asks.**

**"Fella done me wrong."**

**"You got a lousy taste in men, kid."**

**"He's not so bad. Well, he has a temper. Deep down he's all fluff."**

Everyone looked confused. Are... are they flirting.

**"Fact is, he's not like anybody I've ever known. All my friends are fighters. And here comes this guy, spends his life avoiding the fight because he knows he'll win."**

**"Sounds amazing."**

**"He's also a huge dork. Chicks dig that."**

"Why do I feel like that's not true?" Peter asked. 

"Because high school girls' fragile egos cant handle being seen with someone less than them." MJ said.

**"So what do you think should I fight this, or run with it?"**

**"Run with it, right? Or, did he...was he...? What did he do that was so wrong to you?"**

"You're so awkward, Bruce." Tony said.

"Not a damn thing. But never say never." She leaves. "It's nice." Steve says. "What is?" "You and Romanoff." 

"We're not..." Bruce and Natasha said simultaneously.

**"No, we haven't. That wasn't..."**

**"It's okay. Nobody's breaking any by-laws. It's just, she's not the most... open person in the world. But with you she seems very relaxed."**

**"No, Natasha, she...she likes to flirt."**

"That is true." Natasha said.

**"I've seen her flirt, up close. This ain't that. Look, as maybe the world's leading authority on 'waiting too long', don't. You both deserve a win." Steve leaves.**

**"Wait, what do you mean, 'up close'?"**

"Oh, poor Bruce."

**The other guests are gone and the avengers, Helen, Maria and Rhodey are sitting at a table. "But, it's a trick!" Clint says.**

"What is?"

**"No, no. It's much more than that." Thor says.**

**"Uh, 'Whosoever be he worthy shall haveth the power!' Whatever man! It's a trick."**

"You've literally seen it with you own eyes and you think its a trick?" Coulson asked.

**"Well please, be my guest."**

**"Come on." Tony says.**

**"Really?"**

**"Yeah." Thor says.**

**"Oh this is gonna be beautiful." Rhodey says.**

"I agree, this is gonna be great." Tony said.

**"Clint, you've had a tough week, we won't hold it against you if you can't get it up." Tony says.**

Everyone laughed. 

"You just had to make an innuendo?" Clint asked.

**"You know I've seen this before, right?"**

"Which is why you should know that it isn't a trick." Thor said.

**He tries to lift it but cant. "I still don't know how you do it."**

**"Smell the silent judgment?" Tony asks.**

**"Please, Stark, by all means." Tony stands up.**

"Oh boy." 

"Here we go."

**"Okay." Maria says.**

**"Uh-oh." Rhodey says.**

**"Never one to shrink from an honest challenge." Tony says.**

"Oh of course not." Natasha said.

**"Get after it." Clint says.**

**"It's physics."**

**"Physics." Bruce says.**

"It isn't physics either." Thor said.

**Tony grips the handle. "Right, so, if I lift it, I...I then rule Asgard?" He asks.**

**"Yes, of course." Thor says.**

**"I will be re-instituting Prima Nocta."**

"No." Pepper said.

**He tries to lift it, but cant. "I'll be right back."**

"What are you doing?" Happy asked.

**He tries to lift it again, this time with a gauntlet, it doesn't work.**

"Really?"

**Now he and Rhodey are trying, both using their gauntlets. "Are you even pulling?" Rhodey asks.**

**"Are you on my team?"**

**"Just represent. Pull."**

**"Alright, let's go."**

Everyone laughed.

"You see what I have to put up with?" Pepper asks.

**Bruce tries to lift it by turning into the Hulk, neither of those things happen.**

Everyone started laughing again. 

**Steve gets up. "Go ahead, Steve. No pressure." Tony says.**

**"Come on, Cap." Clint says. Steve pulls and the hammer moves a little, Thor's smile drops.**

"Did you all see what I saw?" Tony asked. 

"It moved." Sam said.

**He lifts again, nothing happens. "Nothing." Thor says.**

'He is worthy.' Thor thought. 'Or will be when whatever is preventing him from lifting it, is fixed.'

**"And?" Tony asks.**

**"Widow." Bruce says.**

**"Oh, no no. That's not a question I need answered." Natasha says.**

"I wouldn't be able to lift it, why confirm that?" Natasha asked.

**"All deference to the man who wouldn't be king, but it's rigged." Tony says.**

"It isn't rigged." Thor said.

**"You bet your ass." Clint says.**

**"Steve, he said a bad language word." Maria says.**

Everyone started laughing again. 

"Ugh, you too?" Steve asked Maria.

**"Did you tell everyone about that?" Steve asks Tony.**

"Of course I would have." Tony said.

**"The handle's imprinted, right? Like a security code. 'Whosoever is carrying Thor's fingerprints' is, I think, the literal translation?" Tony asks.**

"No." Thor said.

**"Yes, well that's, uh, that's a very, very interesting theory. I have a simpler one. *He takes the hammer and flips it in his hand* You're all not worthy." Everyone boos. A high-pitched ringing is heard.**

Everyone cringed at the noise, not liking it.

**Ultron is walking around. "Worthy... No... How could you be worthy? You're all killers." He says.**

Everyone had similar shocked and scared expressions.

**"Stark." Steve says.**

**"JARVIS." Tony says.**

**"I'm sorry, I was asleep. Or...I was a-dream." Ultron says.**

**"Reboot, Legionnaire OS, we got a buggy suit." Tony says.**

"That's not what that is." Rhodey said.

**"There was a terrible noise...and I was tangled in... in...strings. I had to kill the other guy. He was a good guy."**

**"You killed someone?" Steve asks.**

"He killed JARVIS." Tony whispered, his earlier question was confirmed.

**"Wouldn't have been my first call. But, down in the real world we're faced with ugly choices."**

**"Who sent you?" Thor asks.**

**"I see a suit of armor around the world" Tony's voice plays.**

"Oh my god."

**"Ultron." Bruce realizes.**

**"In the flesh. Or, no, not yet. Not this...chrysalis. But I'm ready. I'm on a mission."**

**"What mission?" Natasha asks.**

**"Peace in our time." Robots smash through the walls and attack.**

"Shit." Everyone gasped and flinched.

**One knocks Steve over a table. Maria starts shooting. Thor hits one away with Mjolnir. One tackles Tony into a bookshelf. Rhodey gets knocked through a pane of glass.**

Everyone cringed. That had to hurt.

**Thor hits another away, Clint slides under a table. Natasha and Bruce fall over the bar, Bruce ends up on top of her.**

"Awkward."

**"Sorry." He says.**

**"Don't turn green."**

**"I won't."**

"Good."

**One of the bots grabs the scepter.**

"No!"

**Natasha grabs a gun and starts shooting. Tony grabs a metal prong. Steve jumps on the back of one and it sends them both into the wall, Steve falls to the ground. Tony jumps on one's back. Thor throws one to the floor.**

"This is terrible." Quill said.

**"Stark!" Steve yells.**

**"We are here to help." The robot says.**

"Funny, you're doing the opposite." Tony said.

**"One sec, one sec. I got this."**

**"We are here to help. We are here to help..." One flies toward Helen.**

"Oh no."

**"Please back away." Steve grabs it and throws it to Thor, who smashes it.**

Everyone sighed in relief.

**"Come on! That's the one." Tony says.**

**"It's unsafe. It's unsafe. It's unsafe."**

"I wonder why." Sam said.

**Tony disables it and falls to the floor. Clint throws Steve his shield. Steve catches it and throws it at a robot, slicing it in half.**

**"That was dramatic." Ultron says.**

"Oh my god." 

**"I'm sorry, I know you mean well. You just didn't think it through. You want to protect the world, but you don't want it to change. How is humanity saved if it's not allowed to...evolve?"**

The avengers looked a mix between scared and confused.

**With these? These puppets? There's only one path to peace: The Avengers' extinction."**

"Extinction." Steve asks.

**Thor throws Mjolnir at him, destroying his body. "I had strings, but now I'm free. There are no strings on me, no strings on me."**

"He's like a creepy, deadly version of Pinocchio." Tony said.

**They're all in the lab now. "All our work is gone. Ultron cleared out, used the internet as an escape hatch." Bruce says.**

"And he has more bodies." Clint added.

**"Ultron." Steve says.**

**"He's been in everything. Files, surveillance. Probably knows more about us than we know about each other." Natasha says.**

"Shit."

"That is not good."

**"He's in your files, he's in the internet. What if he decides to access something a little more exciting?" Rhodey asks.**

**"Nuclear codes." Maria says.**

"Oh no."

**"Nuclear codes. Look, we need to make some calls, assuming we still can."**

"Probably can't. Probably shouldn't." Coulson said.

**"Nukes? He said he wanted us dead." Natasha says.**

**"He didn't say dead. He said extinct." Steve corrects.**

"Dead implies that he's only after the six of us, extinct implies that there will be no more of us." Steve said.

**"He also said he killed somebody." Clint says.**

**"But there wasn't anyone else in the building." Maria says.**

**"Yes there was." Tony says and shows the 3d image of JARVIS, who is now destroyed.**

Tony looked down, sadly.

**"What? This is insane." Bruce says.**

**"JARVIS was the first line of defense. He would've shut Ultron down, it makes sense." Steve says.**

"Except there wasn't anything strategic about it." Tony said. "We all saw it happen."

**"No, Ultron could've assimilated Jarvis. This isn't strategy, this is...rage." Thor picks up Tony by the throat.**

"Hey hey hey, none of that. Attacking each other will not help you." Coulson said. 

"Yes agent Coulson." The avengers recited.

**"Woah, woah, woah!" Steve says.**

**"It's going around." Clint says.**

**"Come on. Use your words, buddy." Tony chokes.**

**"I have more than enough words to describe you, Stark." Thor says.**

"So use them and put him down!" Everyone yelled.

**"Thor! The Legionnaire." Steve says.**

**Thor aggressively puts Tony down.**

"And now you've been choked by both Odinsons." Valkyrie said. 

"If I had a nickel for every time that happened... I'd have two nickels. Which isn't a lot but its kind of weird that it happened twice." Tony said.

**"Trail went cold about a hundred miles out but it's headed north, and it has the scepter. Now we have to retrieve it, again."**

**"The genie's out of that bottle. Clear and present is Ultron." Natasha says.**

"She's right, we can't focus on the scepter now. Our focus needs to be on Ultron." Clint said.

**"I don't understand. You built this program. Why is it trying to kill us?" Helen asks.**

**Tony starts laughing.**

"No. No. Stop that. Stop laughing." Rhodey said.

**Bruce shakes his head. "You think this is funny?" Thor asks.**

**"No. It's probably not, right? Is this very terrible?" Tony asks.**

"Yes it is!" Everyone yelled.

**"Is it so...is it so...it is. It's so terrible."**

**"This could've been avoided if you hadn't played with something you don't understand."**

**"No, I'm sorry. I'm sorry. It is funny. It's a hoot that you don't get why we need this."**

"We get why you think it's needed... not very happy about how you went about doing it." Natasha said.

**"Tony, maybe this might not be the time to..." Bruce starts.**

**"Really?! That's it? You just roll over, show your belly, every time somebody snarls."**

**"Only when I've created a murder bot."**

"Except we didn't!" Tony said. "All of our experiments failed, Ultron created himself." 

**"We didn't. We weren't even close. Were we close to an interface?"**

**"Well, you did something right. And you did it right here. The Avengers were supposed to be different than SHIELD." Steve says.**

**"Anybody remember when I carried a nuke through a wormhole?"**

"Oh here we go."

**"No, it's never come up." Rhodey says.**

**"Saved New York?"**

"Gave you PTSD." Rhodey said.

**"Never heard that."**

**"Recall that? A hostile alien army came charging through a hole in space. We're standing three hundred feet below it. We're the Avengers. We can bust arms dealers all the live long day, but, that up there? That's...that's the end game."**

"Thanos." Gamora realized what... who he was talking about.

**"How were you guys planning on beating that?"**

**"Together." Steve says.**

**"We'll lose."**

"You sound so sure of that." Clint said.

**"Then we'll do that together, too. Thor's right. Ultron's calling us out. And I'd like to find him before he's ready for us. The world's a big place. Let's start making it smaller." Steve says.**

"Sounds simple enough." Fury said.

"Because you're you." Clint said.

**The twins arrive in a church. "Talk. And if you are wasting our time..." Wanda says.**

Wanda looked away, once again feeling guilty. 

**"Did you know this church is in the exact center of the city? The elders decreed it so that everyone could be equally close to God. I like that. The geometry of belief." Ultron says.**

"What?"

**"You're wondering why you can't look inside my head."**

**"Sometimes it's hard. But sooner or later, every man shows himself."**

"That's true."

**Ultron stands up, the twins look shocked at his appearance.**

"Weren't expecting that were you?" Scott asked. Wanda shakes her head. 

**"Oh, I'm sure they do. But you needed something more than a man. That's why you let Stark take the scepter."**

**"I didn't expect. But I saw Stark's fear, I knew it would control him, make him self-destruct."**

"It caused so much more than I could have ever imagined." Wanda whispered. She turned to Tony. "I'm sorry." She said.

**"Everyone creates the thing they dread. Men of peace create engines of war, invaders create avengers, people create...smaller people?"**

"Children." Everyone said.

**"Uh...children! I lost the word there. Children. Designed to supplant them, to help them...end."**

"He has a cynical view on everything." Peggy said.

**"Is that why you've come? To end the Avengers?"**

**"I've come to save the world."**

"End it." Wanda corrected, bitterly.

**"But also, yeah."**

The avengers all tensed.

**The three of them are in the HYDRA base. "We'll move out right away. This is a start, but there's something we need to begin the real work."**

**"All of these are..."**

"They're all... him." Steve said.

**"Me. I have what the Avengers never will. Harmony. They're discordant, disconnected. Stark's already got them turning on each other."**

"We may not get along all that well, but we have each others backs where it counts." Steve said.

**"And when you get inside the rest of their heads..."  
**

The avengers all glared at the screen.

**"Everyone's plan is not to kill them." Pietro says.**

**"And make them martyrs? You need patience. Need to see the big picture."**

**"I don't see the big picture, I have a little picture. I take it out and look at it every day."**

Wanda looked away sadly.

**"You lost your parents in the bombings. I've seen the records."**

**"The records are not the picture."**

**"Pietro." Wanda says.**

**"No, please."**

**"We were ten years old, having dinner, the four of us. When the first shell hits, two floors below, it makes a hole in the floor. It's big."**

Everyone's eyes widened. Wanda had tears in hers.

**"Our parents go in, and the whole building starts coming apart. I grab her, roll under the bed and the second shell hits. But, it doesn't go off. It just...sits there in the rubble, three feet from our faces. And on the side of the shell is painted one word..."**

**"Stark."**

Tony looked away guiltily, remembering his past.

**"We were trapped two days."**

**"Every effort to save us, every shift in the bricks, I think, "This will set it off." We wait for two days for Tony Stark to kill us."**

Tony gasped. He turned to Wanda. "I- I'm sorry about what happened to you guys and-" Wanda held up her hand to get him to stop.

"I know now that it was really Stane who must have been behind it." Wanda said softly. 

**"I know what they are."**

**"I wondered why only you two survived Strucker's experiments." Ultron says.**

"Only you two survived?" Bucky asked.

**"Now I don't. We will make it right. You and I can hurt them. *He turns to Wanda* But you will tear them apart, from the inside."**

Wanda looked away, knowing that she almost succeeded in doing just that.


	4. Mind Games

**Maria and Steve are walking. "He's all over the globe. Robotics labs, weapons facilities, jet propulsion labs." She says.**

"Damn."

**"Reports of a metal man, or men, coming in and emptying the place." She says.**

**"Fatalities?"**

**"Only when engaged. Mostly guys left in a fugue state going on about old memories, worst fears, and something too fast to see."**

"You two." Strange says to Wanda.

**"Maximoffs. Well, that makes sense he'd go to them, they have someone in common."**

**"Not anymore." She shows him a picture of a dead Strucker. 'PEACE' written in blood on the wall.**

"Oh my god."

"That is... terrifying." May said.

**Clint is on the phone. "That's a negative. I answer to you. Yes, ma'am."**

**"Barton, we might have something." Steve interrupts.**

**"Gotta go."**

**"Who was that?"**

**"Girlfriend."**

"I thought you said you didn't have a girlfriend." Steve said. 

"I don't." Clint answered.

**Steve hands Thor the tablet. "What's this?" Tony asks.**

**Thor slaps the tablet against Tony's chest.**

"So aggressive. And for what?" Ned asked.

**"A message. Ultron killed Strucker." Steve says.**

**"And he did a Banksy at the crime scene, just for us."**

**"This is a smokescreen. Why send a message when you've just given a speech?"**

"Maybe Strucker knows... knew something." Bruce said.

"Or maybe he's just... enjoying the theatrics... you never know." Tony said.

**"Strucker knew something that Ultron wanted us to miss."**

**"Yeah, I bet he *She looks at the monitor* Yep. Everything we had on Strucker has been erased." Natasha says.**

"Shit."

"He's 10 steps ahead of us." Natasha said.

**"Not everything." Steve says.**

"The physical files." Clint said.

**They look through the physical files.**

"This is why you keep physical copies of everything." Fury said.

**"Known associates. Well, Strucker had a lot of friends." Steve says.**

**"Well, these people are all horrible." Bruce says.**

"You're surprised?" Sam asked.

**"Wait. I know that guy." Bruce passes Tony the file.**

"I'm afraid to ask... but how?" Steve asked.

**"From back in the day. He operates off the African coast, black market arms. *Steve gives him a look* There are conventions, alright? You meet people, I didn't sell him anything."**

"Good."

**The man's name is Ulysses Kalue.**

"Him." The Wakandans practically growled. 

"You know him?" Thor asked. 

"He stole vibranium and escaped custody. He also tried to murder my father." T'Challa said.

**"He was talking about finding something new, a game changer, it was all very 'Ahab'."**

**Thor looks at the picture. "This?" He asks.**

**"Uh, it's a tattoo. I don't think he had it..."**

**"No, those are tattoos, this is a brand."**

"What?"

"It was a... punishment... of sorts." Okoye said.

**Bruce looks its meaning up. "Oh, yeah. It's a word in an African dialect meaning thief, in a much less friendly way." He says.**

**"What dialect?" Steve asks.**

**"Wakanada...? Wa...Wa...Wakanda."**

"Apparently all your degrees can't help you pronounce the word Wakanda." Tony said.

**Tony turns to Steve. "If this guy got out of Wakanda with some of their trade goods..."**

**"I thought your father said he got the last of it?"**

"I got the last of what America had access to." Howard said.

**"I don't follow. What comes out of Wakanda?" Bruce asks.**

**"The strongest metal on Earth."**

"Vibranium." The Wakandans said.

**'Salvage Yard: African Coast' is shown.**

"So that's where he is." Tony said.

**Ulysses is on the phone. "Don't tell me your man swindled you. I sent you six short range heat seekers and got a boat full of rusted parts. Now, you will make it right, or the next missile I send you will come very much faster."**

"Oh my god."

"This guy is crazy." Quill said.

**He changes lines. "Now, minister, where were we?"**

**The lights go out, he grabs a gun, he shoots, Pietro rushes in and grabs his arms, Wanda walks in.**

**"Yeah. The enhanced. Strucker's prize pupils."**

"He knew about you?" Rhodey asked.

**"Want a candy?"**

"What?"

**"I was sorry to hear about Strucker. But then, he knew what kind of world he was helping create. Human life, not a growth market. You...you didn't know? Is this your first time intimidating someone?"**

"It was." Wanda said. "We weren't very good at it, were we?"

**"I'm afraid that I'm not that afraid."**

**"Everybody's afraid of something." Wanda says.**

"That's true."

**"Cuttlefish. Deep sea fish. They make lights. disco lights. Whoom, whoom, whoom! to hypnotize their prey, then whoom! I saw a documentary, it was terrifying."**

"Is this guy serious?" Sam asked.

**Pietro grabs a candy.**

Wanda smiled a bit at that.

**"So if you're going to fiddle with my brain, and make me see a giant cuttlefish, then I know you don't do business, and I know you're not in charge, and I only deal with the man in charge."**

"I guess that's a... good way to go about things." Quill said.

**Ultron flies up behind him and kicks him to the floor. "There is no 'man' in charge." He says.**

"There's a murderous robot in charge." Clint said.

**"Let's talk business. *Ulysses gives him some vibranium* Upon this rock I will build my church. Vibranium."**

"He's playing god." Steve said.

**"You know, it came at great personal cost. It's worth billions." Ulysses says.**

**Ultron adds money to Ulysses' bank account. "Now, so are you. It's all under your dummy holdings."**

"He can do that?" Gamora asked. 

"Well, he does have access to pretty much everything." Tony said.

**"Finance is so weird. But I always say, 'Keep your friends rich and your enemies rich, and wait to find out which is which'."**

"Didn't you use to say that?" Rhodey asked Tony.

"Yeah... back before *He points to the arc reactor* this." Tony said.

**"Stark."**

**"What?"**

**"Tony Stark used to say that...to me. You're one of his."**

**Ultron grabs him.** **"What?! I'm not...! I'm not. You think I'm one of Stark's puppets, his hollow men? I mean look at me, do I look like Iron Man? Stark is nothing!" He chops Ulysses' arm off.**

Some people gasped, others flinched and the rest cringed.

"That was... disturbing." Strange said.

**"I'm sorry. I am sor... Ooh, I'm sure that's going to be okay. I'm sorry, it's just I don't understand."**

"He is very unstable." Bruce said.

**"Don't compare me with Stark! It's a thing with me. Stark is... he's a sickness!"**

Tony looked offended.

**"Ah Junior *Steve, Thor and Tony are behind him* You're gonna break your old man's heart." Tony says.**

"You really do have a thing for dramatic entrances." Maria said.

**"If I have too." Ultron says.**

**"Nobody has to break anything." Thor says.**

**"Clearly you've never made an omelet."**

**"He beat me by one second." Tony says.**

"Oh, poor Tony." Pepper said.

**"Ah, this is funny, Mr. Stark. It's what, comfortable? Like old times?" Pietro asks.**

Tony was irked by that statement.

**"This was never my life."**

**"You two can still walk away from this." Steve says.**

**"Oh, we will." Wanda says.**

"Almost too late." Wanda said.

**"I know you've suffered."**

**"Ugh. Captain America. God's righteous man, pretending you could live without a war." Ultron says.**

Steve looked down, not knowing whether Ultron's statement was true or not.

**"I can't physically throw up in my mouth, but..."**

**"If you believe in peace, then let us keep it." Thor says.**

**"I think you're confusing peace with quiet."**

"I think you're confusing peace with chaos." Thor said.

**"Uh-huh. What's the Vibranium for?" Tony asks.**

**"I'm glad you asked that, because I wanted to take this time to explain my evil plan."**

**He uses magnets to pull Tony toward him, then sends him into the wall, they fly toward each other and start fighting.**

"Here we go." Rhodey said.

**Thor and Steve fight the robots. Ulysses stands up. "Shoot them." He says.**

**"Which ones?" Someone asks.**

**"All of them!"**

"Well, shit."

**Natasha starts fighting the mercenaries. Clint shoots arrows at the mercenaries. Pietro punches Steve in the face. Thor throws his hammer, Pietro grabs it and gets pulled along with is.**

"He is not worthy." Thor said, trying to bring light to the situation.

A few people chuckled.

**Tony and Ultron take their fight outside. Steve restrains a robot, Thor knocks its head off with Mjolnir. Steve throws his shield at three men. Pietro goes to stand up, Steve knocks him down. "Stay down, kid." He says.**

"He won't." Wanda said.

**"It's time for some mind games." Ultron tells Wanda.**

Wanda looked down, remembering what she did to them.

**Bruce is on the quinjet. "Guys, is this a Code Green?"**

"No. No definitely not, stay there." Clint said.

**Wanda uses her power on Thor.**

**"Thor. Status." Steve says.**

**"The girl tried to warp my mind. Take special care, I doubt a human could keep her at bay. Fortunately, I am mighty." Thor then finds himself in Asgard.**

A few people had to laugh a little at the irony. 

**Pietro tackles Steve into the wall.**

"See, he won't stay down." Wanda said.

**Wanda uses her power on Steve.**

Bucky glared at Wanda.

**Wanda uses her power on Natasha.**

Now, Clint was glaring at Wanda.

**"This is going very well." Ultron says. Wanda tries to sneak up on Clint, but he shoves an electric arrow onto her forehead.**

"I'm sorry." Clint said. 

"Don't be. I had no right to do what I did to them." Wanda said, referring to the other five avengers.

**"I've done the whole mind control thing. Not a fan." He says.**

"I can't imagine anyone would be." Fury said.

**Pietro kicks Clint through the glass and runs off with Wanda. "Yeah, you better run." Clint says.**

A few people laughed.

**"Whoever's standing, we gotta move! Guys?"**

"Almost all of us are down." Steve said quietly.

**Natasha's vision. Natasha is walking down a flight of stairs, girls are doing ballet.**

Natasha's eyes widened in fear.

**"Again." The instructor says.**

**"You'll break them." Natasha says.**

**"Only the breakable ones. You are made of marble. We'll celebrate after the graduation ceremony." Madame B says.**

Natasha closed her eyes, years worth of unpleasant memories cam flooding back to her. As if sensing the tension, Clint draped his arm around her shoulders.

**"What if I fail?"**

**"You never fail."**

**Natasha shoots at a target, switching hands every two shots, the target morphs to a man with a sack on his head.**

Natasha gasped, not wanting to watch any more of this.

**Steve's vision. It's the 40s and people are at a party. Peggy appears next to him. "Are you ready for our dance?" She asks.**

Steve looked down sadly, thinking about the life he could have had. 

**Thor's vision. "Is it him? Is that the first son of Odin?" Heimdall asks.**

**"Heimdall, your eyes."**

**Heimdall grabs Thor's face.**

**"Oh, they see everything. They see you leading us to Hel. Wake up!" Heimdall starts choking him.**

Thor's eyes widened and he looked away, not wanting to watch any more. 

**Steve's vision. "The war's over, Steve. We can go home. Imagine it." Peggy says. The hall is now empty.**

Steve looked over at Peggy sadly. He started to wonder if Ultron was right and he really couldn't love without a war.

**Thor's vision. "I can still save you."**

**"We are all dead. Can you not see?" Thor pushes Heimdall off of him. Lightening surrounds Thor.**

**"You're a destroyer, Odinson. See where your power leads."**

Thor was confused and scared, what was Heimdall saying? That he... that he killed them?

**Thor sees the stones and Vision.**

"Me?" Vision asked.

**Natasha's vision. Natasha is in a chokehold, she taps out. "Sloppy. Pretending to fail. The ceremony is necessary for you to take your place in the world." Madame B says.**

**"I have no place in the world." Natasha says.**

**"Exactly."**

"Natasha." Clint said softly. Natasha just shakes her head.

**Natasha is being wheeled away on a stretcher, two girls with no mouths are seen.**

Everyone gasped.

**Wanda and Pietro are outside. "What can I do?" Pietro asks.**

**"Ah, it hurts."**

**"I'm gonna kill him. I'll be right back."**

**"No. I'm over it. I want...I want to finish the plan. *She sees Bruce* I want the big one."**

"No!" Everyone shouted.

Wanda looked at Bruce, guiltily and apologetically. 

**Tony shoots Ultron down. "Ah, the Vibranium's getting away." Ultron says.**

**"And you're not going anywhere."**

**"Of course not, I'm already there. You'll catch on. But first, you might need to catch Dr. Banner."**

"Shit."

**Tony destroys his body.**

"At least that shit him up." Tony said.

**Hulk runs into the nearest city.**

"Oh no."

**"News or footage, keyword: Hulk." Tony says. Clint is helping a dazed Natasha. "Natasha, I could really use a lullaby."**

**"Well, that's not gonna happen. Not for a while. The whole team is down, you got no back up here." Clint says.**

Everyone sighed, hopelessly. 

**"I'm calling in VERONICA." A satellite releases the armor.**

"Veronica's in space."

**Hulk jumps onto a police car and rips the top off.**

Bruce stopped watching.

**Cops start shooting at Hulk, who kicks the car over. A electric cage forms around him. Hulk pounds on it. He pounds on the ground, causing the cage to sink and jumps up in a different location.**

Everyone jumped.

**Cops starts shooting, Tony lands in the hulk-buster armor. "Alright everybody, stand down!"**

Everyone tensed.

**"Will you listen to me? That little witch is messing with your mind. You're stronger than her, you're smarter than her, you're Bruce Banner." Hulk roars.**

"He doesn't like being called that." Bruce said.

**"Right, right, right! Don't mention puny Banner."**

Bruce made a face. 

**Hulk throws a car at him and knocks him down. Tony grabs him by the throat and drags him. Hulk kicks him off. Hulk jumps toward him, Tony knocks him into a truck. Hulk knocks Tony away using a metal pole.**

Everyone cringed.

**Hulk stabs him with the metal pole. "In the back? Dick move, Banner."**

Despite the situation, people couldn't help but laugh.

**Tony punches Hulk away and stands up. "VERONICA, gimme a hand." New arm pieces attach to the suit.**

"You made it literal." Quill said.

**Tony and Hulk punch each other, fists connecting, the shockwave knocks out all of the glass around them.**

"Whoa."

**Tony slams Hulk into the ground and punches him repeatedly. "Go to sleep, go to sleep, go to sleep!"**

Everyone giggled at that.

**Hulk grabs his fist. Tony locks his hand in and flies up. "Okay, pal, we're gonna get you out of town. *They head toward a building* No, not that way, not that way!" They crash into the building.**

"Oh no."

**Hulk jumps on top of Tony. Tony shoves him into the wall. "Come on, Bruce! You gotta work with me!" Tony sprays him with something.**

"I really don't think calling him Bruce is doing you any favors." Natasha said.

**Hulk kicks him into the elevator. Tony grabs the wire before the elevator hits the ground. "Everybody out!" They get out.**

Everyone looked relieved that those people were okay.

**"Going down!?" Tony asks and hits Hulk with the elevator, then punches him in the face. Hulk spits out a tooth.**

"Uh-oh."

**Tony pales. "I'm sorry."**

Everyone else stared at the screen in shock.

**Hulk slams Tony into a building. "Damage report?" Tony asks. Nothing happens.**

"Helpful." Tony said sarcastically.

**"That's comprehensive. Show me something."**

**The screen shows a building that is clear of civilians. "How quickly can we buy this building?"**

A few people laughed again.

**Tony drops Hulk over the building, then slams him through each of the stories. The building collapses.**

"Oh my god."

**Hulk sits up, head pushing through the rubble. He sees the civilians running away.**

Everyone looked saddened by that, especially Bruce. 

**Tony knocks him out.**

Everyone was quiet for a moment. 

"I'm sorry, I'm so sorry." Wanda apologized. 

The five avengers who were affected by Wanda's powers just nodded in acknowledgement of the apology, they weren't sure whether they could forgive her for it yet. 

Bruce felt nothing but anger toward Wanda at the moment.


	5. The Barton Farm

**The avengers are on the quinjet, Clint's piloting. "The news is loving you guys." Maria says over a video call.**

"Of course they are." Clint muttered.

**"Nobody else is. There's been no official call for Banner's arrest, but it's in the air."**

Bruce sighed even though he knew it was coming.

**"Stark Relief Foundation?" Tony asks.**

**"Already on the scene. How's the team?"**

"Not great." Natasha said.

**"Everyone's...we took a hit. We'll shake it off."**

**"Well for now I'd stay in stealth mode, and stay away from here."**

"So go into hiding." Tony said.

"Well... we can't exactly do much else." Natasha said.

**"So, run and hide?"**

**"Until we can find Ultron, I don't have a lot else to offer."**

**"Neither do we."**

The avengers all sighed, hopelessly.

**Tony walks up to Clint. "Hey, you wanna switch out?" He asks.**

**"No, I'm good. If you wanna get some kip, now's a good time, cause we're still a few hours out."**

"From where?" Steve asked.

**"A few hours from where?"**

**"A safe house."**

Clint blinked in realization, he was taking them to his house.

**The quinjet lands outside of a farmhouse. The avengers walk up to the door, lint helps Natasha.**

**"What is this place?" Thor asks.**

**"Safe house." Tony guesses.**

"Safest house I know." Clint said.

**"Let's hope. *They walk inside* Honey, I'm home." Clint says. A pregnant Laura Barton walks in.**

The avengers, save Natasha, all looked confused. 

"Who is this?" Tony asked. 

"My wife, Laura." Clint answered.

"You're married!?" Thor, Steve, Bruce and Tony asked.

**"Hi. Company. Sorry I didn't call ahead."**

**"Hey." Laura greets and kisses him.**

**"This is an agent of some kind." Tony says.**

"Really?" Clint asked. 

**"Gentleman, this is Laura." Clint introduces.**

**"I know all your names." Laura says. They all look at her awkwardly. Tony waves.**

"This is... awkward." Sam said.

**"Ooh, incoming." Lila and Cooper run in.**

**"Dad." Lila says.**

**"Hi sweetheart. Hey, buddy! How you guys doing? Ooh..." Clint says and hugs his kids.**

**"These are...smaller agents." Tony comments.**

"Is it that hard to believe that I have a family?" Clint asked. 

"Actually... yes." Tony said.

**"Look at your face! Oh, my goodness!"**

**"Did you bring Auntie Nat?" Lila asks.**

"Auntie Nat?" Steve, Tony, Thor and Bruce asked. 

**"Why don't you hug her and find out?" Natasha asks.**

Natasha smiled softly.

**"Sorry for barging in on you." Steve says.**

**"Yeah, we would have called ahead, but we were busy having no idea that you existed." Tony says.**

Everyone laughed at the bluntness of his statement.

"That was the whole point." Clint said.

**"Yeah, well Fury helped me set this up when I joined. He kept it off SHIELD's files, I'd like to keep it that way. I figure it's a good place to lay low." Clint says. Thor steps on a lego structure.**

Clint just sighed.

**Natasha walks up to Laura. "Ah, I missed you. How's little Natasha, huh?" She asks.**

Natasha almost choked in surprise, Clint was naming his kid after her?

**"She's…Nathaniel."**

**Natasha bends down. "Traitor."**

Everyone laughed.

**Lila looks up at Thor.**

"She knows you broke her legos." Clint laughed.

**Thor sees images from his vision. The toast pops. Thor walks out of the house, Steve follows. "Thor." He says.**

**"I saw something in that dream. I need answers, I won't find them here." Thor says and flies off.**

"And now he's gone." Tony said.

**Steve goes to walk back inside. "We can go home." Peggy's voice plays in his head.**

Steve looked down sadly.

**Laura is feeling the spot where Clint got shot. "See, you worried for nothing."**

"What do you mean she was 'worried for nothing'? You got shot." Maria said.

**"Can't even feel the difference, can you?"**

"Knowing her, she probably can." Natasha said.

**"If they're sleeping here, some of them are gonna have to double up."**

**"Yeah, that's not gonna sell."**

**"What about Nat and Dr. Banner? How long has that been going on?"**

"She realized it too?" Bruce asked.

**"Has what?"**

**"You are so cute."**

**"Nat and...and Banner?"**

**"I'll explain when you're older, Hawkeye."**

Everyone started laughing. 

**"Well, okay."**

**"It's bad, right? Nat seems really shaken."**

**"Ultron has these allies, these uh, kids, they're punks really. They carry a big damn stick and Nat took a serious hit. Someone's gonna have to teach 'em some manners."**

"Someone did." Wanda agreed.

**"And that someone be you. You know I totally support your Avenging, I couldn't be prouder. But I see those guys, those 'Gods'..." They look out the window at Steve and Tony.**

"Only one god on the team ma'am." Tony said.

**"You don't think they need me."**

**"I think they do."**

"You're out good luck charm." Natasha said.

**"Which is a lot scarier. They're a mess."**

"That's true."

**"Yeah. I guess they're my mess."**

**"You need to be sure that this team is really a team and that they have your back."**

"We do have your back, Clint." Steve said.

**"Things are changing for us. In a few months time, you and me are gonna be outnumbered. I need...just be sure."**

**"Yes, ma'am."**

**She feels where the wound was again. "I can feel the difference."**

Everyone laughed.

**'U-Gin genetics research lab" Seoul Korea.' appears on the screen. Helen walks into her lab.**

**"Scream, and your entire staff dies.** **I could've killed you, Helen, the night we met. I didn't." Ultron says.**

**"Do you expect a thank you note?"**

Everyone giggled at Helen's wit.

**"I expect you to know why."**

"The cradle." Bruce realized. 

**"The Cradle."**

**"This is the next thing, Tony." Helen's voice plays.**

**"This is the next me." Ultron says.**

"Shit."

**"The regeneration cradle prints tissue, it can't build a living body."**

**"It can, you can. You lack the materials. You're a brilliant woman, Helen. But we all have room to improve."**

**He touches the scepter to her chest, her eyes go black, then her pupils turn blue.**

Clint looked away, being reminded of when Loki did that to him.

**Natasha is sitting on a bed. Flashes of her vision appear on the screen. Bruce is shaving, Flashes of Hulk's rampage appear on the screen.**

Natasha and Bruce look away from the screen, awkwardly. 

**Bruce steps out of the bathroom, Natasha stands up. "I didn't realize you were waiting." Bruce says.**

**"I would've joined you, but uh, it didn't seem like the right time."**

"Probably not." Bruce said.

**"They used up all the hot water."**

**"I should've joined you."**

**"Missed our window."**

**"Did we?"**

"Can we move on from talking about the shower?" Clint asked.

**"The world just saw the Hulk. The real Hulk, for the first time. You know I have to leave."**

Wanda looked guilty, knowing that Bruce had in fact left.

**"But you assume that I have to stay? I had this, um, dream. The kind that seems normal at the time, but when you wake..."**

**"What did you dream?"**

**"That I was an Avenger. That I was anything more than the assassin they made me."**

"You are more than that, Tasha." Clint said.

**"I think you're being hard on yourself."**

"Listen to Bruce." Maria said.

**"Here I was hoping that was your job." She leans closer to him.**

**"What are you doing?"**

**"I'm running with it, with you. If running's the plan, as far as you want."**

"Natasha."

**"Are you out of your mind?" He turns away.**

**"I want you to understand that I'm..."**

**"Natasha, where can I go? Where in the world am I not a threat?"**

**"You're not a threat to me."**

"You're not a threat to any of us, Bruce." Steve said.

**"You sure? Even if I didn't just...there's no future with me. I can't ever...I can't have this, kids, do the math, I physically can't."**

**"Neither can I. In the Red Room, where I was trained, where I was raised, um, they have a graduation ceremony. They sterilize you."**

Natasha looked down, sadly.

"That's terrible."

**"It's efficient. One less thing to worry about. The one thing that might matter more than a mission. It makes everything easier. Even killing. *She pauses* You still think you're the only monster on the team?"**

"You're not a monster, Natasha... neither are you, Bruce." Clint said.

**"What, so we disappear?"**

"Please don't."

**Steve and Tony are chopping wood. "Thor didn't say where he was going for answers?" Tony asks.**

**"Sometimes my teammates don't tell me things." Steve says.**

Bucky winced, remembering the secret that Steve kept from Tony that ended up destroying their friendship.

**"I was kind of hoping Thor would be the exception."**

**"Yeah, give him time. We don't know what the Maximoff kid showed him."**

**"'Earth's Mightiest Heroes'. Pulled us apart like cotton candy."**

**"Seems like you walked away all right."**

"Let's not do this." Natasha said.

**"Is that a problem?"**

**"I don't trust a guy without a dark side. Call me old fashioned."**

**"Well let's just say you haven't seen it yet."**

"Here we go... again." Clint said.

**"You know Ultron is trying to tear us apart, right?"**

**"Well I guess you'd know. Whether you tell us is a bit of a question."**

Tony glared at Steve. 

"Okay, that was a bit of a low blow." Sam said.

**"Banner and I were doing research."**

**"That would affect the team."**

**"That would end the team. Isn't that the mission? Isn't that the 'why' we fight, so we can end the fight, so we get to go home?" Steve splits a log with his bear hands.**

"Whoa."

**"Every time someone tries to win a war before it starts, innocent people die. Every time."**

"Innocent people die either way." Bucky said.

**Laura walks up to them. "I'm sorry. Mr. Stark, uh, Clint said you wouldn't mind, but, our tractor, it doesn't seem to want to start at all. I thought maybe you might..." She says.**

**"Yeah, I'll give her a kick. *He turns to the wood pile* Don't take from my pile." He says and leaves.**

Everyone laughed.

"I don't think he would need too." Rhodey said.

**Tony walks into the shed and finds the tractor. "Hello, Deere. Tell me everything. What ails you?"**

"Are you... talking to a tractor?" Natasha asked.

**"Do me a favor. Try not to bring it to life." Fury says.**

"And you're there." Tony said.

**"Ah, Mrs. Barton, you little minx."**

"Stark." Clint warned.

**"I get it, Maria Hill called you, right? Was she ever not working for you?"**

"To be fair, probably not." Maria said.

**"Artificial intelligence. You never even hesitated."**

**"Look, it's been a really long day, like, Eugene O'Neill long, so how's about we skip to the part where you're useful?"**

**"Look me in the eye and tell me you're going to shut him down."**

**"You're not the director of me."**

"The equivalent of a child saying 'you're not the boss of me'." Hope said.

**"I'm not the director of anybody. I'm just an old man, who cares very much about you."**

**"And I'm the man who killed the Avengers."**

"Tony." Rhodey sighed.

**"I saw it. I didn't tell the team, how could I? I saw them all dead, Nick. I felt it. The whole world, too. It's because of me. I wasn't ready. I didn't do all I could."**

"You wanted to protect us, prevent that from happening." Natasha said.

**"The Maximoff girl, she's working you, Stark. Playing on your fear."**

**"I wasn't tricked, I was shown. It wasn't a nightmare, it was my legacy. The end of the path I started us on."**

**"You've come up with some pretty impressive inventions, Tony. War isn't one of them."**

"I agree." Everyone in the room said.

**"I watched my friends die. You'd think that'd be as bad as it gets, right? Nope. Wasn't the worst part."**

**"The worst part is that you didn't."**

Tony laughed humorlessly. "Yeah, that is the worst part."

**Thor is dressed in casual clothes, leaning on the side of a car. Selvig walks down some stairs. 'Royal Holloway: University of London' appears on the screen.**

**"I like the look. If you're going for inconspicuous, though, near miss." Selvig says.**

**"I need your help."**

"With what?" 

**"It's nice to be needed."**

**"It's dangerous."**

**"I'd be disappointed if it wasn't."**

A few people laughed.

**Everyone is in Clint's kitchen. "Ultron took you folks out of play to buy himself time. My contacts all say he's building something. The amount of Vibranium he made off with, I don't think it's just one thing." Fury says.**

"Well, whatever it is, it wont be good." Steve said.

**"What about Ultron himself?" Steve asks.**

**"Ah. He's easy to track, he's everywhere. Guy's multiplying faster than a Catholic rabbit."**

Everyone giggled at the metaphor. 

**"Still doesn't help us get an angle on any of his plans though."**

**"He still going after launch codes?" Tony asks.**

**"Yes he is, but he's not making any headway."**

**"I cracked the Pentagon's firewall in high school on a dare."**

"You did what?" Howard asked.

"Shit." Tony said.

**"Yeah, well, I contacted our friends at the Nexus about that."**

**"Nexus?" Steve asks.**

**"It's the world internet hub in Oslo, every byte of data flows through there, fastest access on Earth." Bruce says.**

**"So what'd they say?" Clint asks.**

**"He's fixated on the missiles, but the codes are constantly being changed."**

"That's odd..." T'Challa said.

**"By whom?" Tony asks.**

**"Parties unknown."**

**"Do we have an ally?" Natasha asks.**

**"Ultron's got an enemy, that's not the same thing."**

"Well, the enemy of my enemy is my friend." Sam said.

**"Still, I'd pay folding money to know who it is."**

**"I might need to visit Oslo, find our 'unknown'." Tony says.**

**"Well, this is good times, boss, but I was kind of hoping when I saw you, you'd have more than that." Natasha says.**

"I have you six." Fury said.

**"I do, I have you. Back in the day, I had eyes everywhere, ears everywhere else. You kids had all the tech you could dream up."**

"Okay boomer."

**"Here we all are, back on Earth, with nothing but our wit, and our will to save the world. Ultron says the Avengers are the only thing between him and his mission. And whether or not he admits it, his mission is global destruction."**

"We just need to figure out what his plan to do that is." Steve said.

**"All this, laid in a grave. So stand."**

"Do all of you just have really good speeches?" Scott asked.

**"Outwit the platinum bastard." "Steve doesn't like that kind of talk." "You know what, Romanoff?" Steve asks. Natasha smirks.**

Everyone laughed.

**"So what does he want?" Fury asks.**

**"To become better. Better than us. He keeps building bodies." Steve says.**

**"Person bodies. The human form is inefficient, biologically speaking, we're outmoded." Tony says.**

"That's true."

**"But he keeps coming back to it."**

**"When you two programmed him to protect the human race, you amazingly failed." Natasha says.**

**"They don't need to be protected, they need to evolve. Ultron's going to evolve." Bruce says.**

"The body he's having Helen create." Steve said.

**"How?" Fury asks.**

**"Has anyone been in contact with Helen Cho?"**

Everyone tensed.

**Helen and Ultron are looking at the body. "It's beautiful. The Vibranium atoms aren't just compatible with the tissue cells, they're binding them. And SHIELD never even thought..." Helen says.**

"For good reasons." Fury said.

**"The most versatile substance on the planet and they used it to make a Frisbee. Typical of humans, they scratch the surface and never think to look within." Ultron puts the mind stone in the body.**

"Oh no."

**Back at the Barton farm, they avengers are getting ready to leave. "I'll take Natasha and Clint." Steve says.**

**"Alright, strictly recon. I'll hit the NEXUS, I'll join you as soon as I can." Tony says.**

**"If Ultron is really building a body..."**

"He is."

**"He'll be more powerful than any of us. Maybe all of us. An android designed by a robot."**

**"You know I really miss the days when the weirdest thing science ever created was me."**

"Well, those days are long gone, pal." Tony said.

**"I'll drop Banner off at the tower. Do you mind if I borrow Ms. Hill?" Fury asks.**

**"She's all yours, apparently." Tony says.**

**"What are you gonna do?" Steve asks.**

**"I don't know. Something dramatic, I hope."**

"I wouldn't expect anything less." Steve said.

**Clint is talking with Laura. "I'm gonna finish re-flooring that sunroom as soon as I get back." He says.**

**"Yeah, and then you'll find another part of the house to tear apart."**

**"No. It's the last project. I promise."**

"Reminds me of my uncle, except he never finishes his projects, he just leaves them halfway through." Ned said.

**Thor and Selvig are in a cave. "This is it. The Water of Sight." Selvig says.**

"A Norn cave." Loki said.

**"In every realm, there's a reflection. If the water spirits accept me, I can return to my dream, and find what I missed."**

**"The men who enter that water, the legends don't end well."**

"Is that safe?" Steve asked. 

"No." Thor said.

**Tony is at the NEXUS with three other scientists. 'NEXUS internet hub: Oslo, Norway' appears on the screen.** **"A hacker who's faster than Ultron? He could be anywhere. And as this is the center of everything, I'm just a guy looking for a needle in the world's biggest haystack." Tony says.**

"That wont be easy." Quill said.

**"How do you find it?" A tech asks.**

**"Pretty simple. You bring a magnet."**

Everyone laughed.

**"Oh, I'm decrypting nuclear codes and you don't want me to." Tony sings. "Come and get me."**

"Smart."

**Thor is in the water, his vision continues. "Wake up!" Heimdall yells. Lightening surrounds Thor. "Extinction." Ultron says. The Mind, Power, reality and space stones are shown.**

"Whoa."

**Helen is back in the lab. "Cellular cohesion will take a few hours, but we can initiate the consciousness stream. We're uploading your cerebral matrix...now." Helen says.**

**"I can read him. He is dreaming." Wanda says.**

"You're gonna look in his head." Clint said.

**"I wouldn't call it dreams. It's Ultron's base consciousness, informational noise. Soon..."**

**"How soon? I'm not being pushy." Ultron says.**

"You sound pretty pushy." Rocket said.

**"We're imprinting a physical brain. There are no shortcuts. Even if your magic gem is..." Wanda looks in his head and sees Earth destroyed, she pulls back and screams.**

"Oh my god."

**"How could you?" She asks.**

**"How could I what?" Ultron asks.**

**"You said we would destroy the Avengers, make a better world."**

**"It will be better."**

"When nobody's left?" Peggy asked.

**"When everyone is dead."**

**"That is not...! The human race will have every opportunity to improve."**

"Not of you destroy the world!" Bruce yelled.

**"And if they don't?" Pietro asks.**

**"Ask Noah."**

**"You're a madman." Wanda says.**

"Worse than that." Strange said.

**"There were more than a dozen extinction level events before even the dinosaurs got theirs. When the Earth starts to settle, God throws a stone at it, and believe me, he's winding up. We have to evolve. There's no room for the weak."**

"And somehow you decide that?" Steve asked.

**"And who decides who's weak?" Pietro asks, Wanda breaks the scepter's control on Helen.**

"Good."

**"Life. Life always decides. There's incoming. The Quinjet. We have to move."**

**Helen stops the upload of Ultron's consciousness. "That's not a problem." Helen says. Ultron blasts her.**

Everyone gasped.

**Pietro and Wanda run off.**

"And now you've changed sides." Clint said.

**"Ah, wait, guys! They'll understand. When they see they'll understand. I just need a little more time."**


	6. The Vision

**Steve is on the roof, the quinjet behind him. "Two minutes. Stay close. *He runs inside the lab and finds Helen* Dr. Cho!" He says.**

**"He's uploading himself into the body." She says.**

"We need to find him before he can." Steve said.

**"Where?"**

**"The real power is inside the Cradle. The gem, its power is uncontainable. You can't just blow it up. You have to get the Cradle to Stark."**

**"First I have to find it."**

**"Go."**

"I really hope Helen'll be okay." Bruce said.

**"Did you guys copy that?" Steve asks over coms.**

**"We did." Clint answers.**

**"I got a private jet taking off, across town, no manifest. That could be him." Natasha says.**

"Could be."

**Clint sees a truck. "There. It's the truck from the lab. Right above you, Cap. On the loop by the bridge. It's them. I got three with the Cradle, one in the cab. I could take out the driver."**

"Don't shoot it!"

**"Negative! If that truck crashes, the gem could level the city. We need to draw out Ultron." Steve says and jumps onto the truck.**

**"No, no, no, no, no. Leave me alone!" Ultron says, then blasts the door.**

"He sounds like a child." Scott said.

**"Well, he's definitely unhappy! I'm gonna try and keep him that way."**

"How-" Quill started to ask.

"If he's unhappy, chances are he'll focus more on me." Steve said.

**"You're not a match for him, Cap." Clint says.**

"Thanks for the vote of confidence." Steve said.

**"Thanks, Barton." Ultron throes Steve into a car. Steve jumps back onto the truck, Ultron flies up to him.**

**"You know what's in that Cradle? The power to make real change, and that terrifies you." He says.**

"Your definition of real change is to end the world, so yes, it is terrifying." Clint said.

**"I wouldn't call it a comfort." They start fighting.**

**Steve kicks his shield into Ultron's chest. "Stop it." He says and shoves the shield down, then blasts Steve away.**

"Damn."

**"We got a window. Four, three...give 'em hell." Clint says. Natasha drops out of the quinjet on a motorcycle.**

**"I'm always picking up after you boys." She grabs the shield.**

"Welcome to my world." Gamora said.

**"They're heading under the overpass, I've got no shot."**

**"Which way."**

**"Hard right... Now." Natasha drives through the city, slides under the truck and tosses Steve his shield.**

"Nice."

**Steve hits Ultron away. Ultron lifts a chunk of the road.**

"How did he do that?" Hope asked.

**Natasha drives up some stairs. "Out of the way! Coming through! Sorry, coming through!"**

**Ultron hits Steve into another car and pulls up another chunk of the road.**

"Whoa."

**Steve jumps back onto the truck. "Clint, can you draw out the guards?" Natasha asks.**

**"Let's find out."**

**"Beep beep."**

Everyone laughed at that. 

**Clint starts shooting at Ultron. Two robots fly up to the quinjet. Clint spins it, knocking them off.**

"Good move." Maria said.

**Wanda and Pietro are watching this on the news.**

"You gonna help out now?" Clint asked.

**Steve throws Ultron into a pillar, then tackles him into a bus. "Heading back towards you. So whatever you're going to do, do it now." Clint says.**

**"I'm going in, Cap can you keep him occupied?"**

"What does it look like I've been doing?" Steve asked.

**"What do you think I've been doing?" Steve asks.**

"Sorry." Natasha said, laughing a little.

**Natasha jumps into the truck. Two robots attach themselves to the sides and start to lift it. "Okay, package is airborne." Clint says.**

"Yeah, no shit." 

**"I have a clean shot."**

"Don't shoot!" Everyone yelled.

**"Negative. I am still in the truck."**

**"What the hell are you...?"**

**"Just be ready, I'm sending the package to you."**

**"How do you want me to take it?"**

"Don't take it out of context, don't take it out of context." Scott chanted. Hope and Hank rolled their eyes.

**"Uh, you might wish you hadn't asked that."**

**Ultron and Steve are still fighting. Pietro rushes in and tackles Ultron. Wanda blocks him off. "Please. Don't do this." Ultron says.**

**"What choice do we have?" Wanda asks.**

**Ultron blasts a hole in the train and flies off.**

"Shit!"

**"I lost him! He's headed your way." Steve yells.**

**"Nat, we gotta go." Clint says. Natasha gets the cradle into the quinjet, Ultron grabs her leg and pulls her out.**

"Nat." Clint gasped.

**"Nat! Cap, you see Nat?" The train starts crashing.**

**"If you have the package, get it to Stark! Go!" Steve yells.**

**"Do you have eyes on Nat?"**

**"Go!" Clint turns around and flies off.**

Natasha, Steve and Clint glanced at each other, they knew that this came with a risk, at the moment preventing Ultron from getting the cradle was more important. 

**Steve turns to the twins. "Civilians in our path. *Pietro rushes off* Can you stop this thing?" Pietro clears the civilians. The train crashes through a building. Wanda uses her power to bring the train to a slow stop.**

Everyone let out breaths they hadn't known they'd been holding.

**Everyone gets off the train. Wanda helps Pietro. "I'm fine. I just need to take a minute." He says.**

**"I'm very tempted not to give you one." Steve says.**

"We wouldn't have blamed you." Wanda said.

**"The Cradle, did you get it?" Wanda asks.**

**"Stark will take care of it."**

**"No he won't."**

"Okay, first of all you're not completely innocent here either so don't play the blame game." Fury. **  
**

**"You don't know what you're talking about, Stark's not crazy."**

"Thank you, Steve." Tony said.

**"He will do anything to make things right."**

"That's the whole point, its mostly my mess, I should be the one to clean it up." Tony said. 

**"Stark, come in. Stark. Anyone on coms?"**

**"Ultron can't tell the difference between saving the world and destroying it. Where do you think he gets that?"**

Tony flinched at her words. Ultron was right when he said 'Everyone creates the thing they dread' he feared what Ultron is trying to do and he created Ultron. 

"The difference is that Tony wouldn't actively try to destroy the world which is exactly what Ultron is trying to do." Rhodey said.

**Tony, Bruce and Clint are in the lab. "Anything on Nat?" Bruce asks.**

**"Haven't heard. But she's alive, or Ultron'd be rubbing our faces in it." Tony says.**

"Based off of what we've seen so far, I don't doubt that that's what he'd be doing." Natasha said.

**"This is sealed tight." Clint says.**

**"We're going to need to access the program, break it down from within." Bruce says.**

**"Hm. Any chance Natasha might leave you a message, outside the internet, old school spy stuff?" Tony asks.**

"I would." Natasha said.

**"There's some nets I can cast. Yeah, alright. I'll find her." Clint says and leaves.**

"I don't doubt it." Natasha said.

**"I can work on tissue degeneration, if you can fry whatever operational system Cho implanted." Bruce says.**

**"Yeah, about that."**

"No, you better not be thinking what I think you're thinking." Bruce said.

"It didn't actually go terribly." Wanda said, sparing a glance at Vision.

**"No."**

**"You have to trust me."**

**"Kinda don't."**

"I don't- I don't blame you." Tony said.

"It's way to risky, especially after seeing how Ultron turned out. I wouldn't want to accidentally create another one." Bruce said.

**"Our ally, The guy protecting the military's nuclear codes? I found him." He brings up the 3d image of JARVIS.**

Everyone's eyes widened. 

"Well, I'll be damned." Tony said.

**"Hello, Dr. Banner." JARVIS greets.**

**"Ultron didn't go after JARVIS cause he was angry. He attacked him because he was scared of what he can do."**

"I guess that makes sense, fear is often times a better motive than anger." Maria said.

**"So JARVIS went underground. Okay? Scattered, dumped his memory. But not his protocols. He didn't even know he was in there, until I pieced him together."**

"Wow. You designed JARVIS really well." Shuri said. 

**"So, you want me to help you put JARVIS into this thing?" Bruce asks.**

**"No, of course not! I want to help you put JARVIS in this thing."**

"It does sound better when you put it that was, no offence." Sam said.

**"We're out of my field here. You know bio-organics better than anyone." "And you just assume that JARVIS' operational matrix can beat Ultron's?"**

"I do." Tony said.

**"JARVIS has been beating him from inside without knowing it. This is the opportunity, we can create Ultron's perfect self, without the homicidal glitches he thinks are his winning personality. We have to."**

**"I believe it's worth a go." JARVIS says.**

"Even JARVIS thinks its a good idea?" Maria asked.

**"No, I'm in a loop! I'm caught in a time loop, this is exactly where it all went wrong."**

**"I know, I know. I know what everyone's going to say, but they're already saying it. We're mad scientists. We're monsters, buddy. You gotta own it. Make a stand."**

"I don't think that that was the best way to put it." T'Challa said.

**"It's not a loop. It's the end of the line."**

Steve and Bucky perked up a bit, hearing that.

**Natasha wakes up on the floor. "I wasn't sure you'd wake up. I hoped you would, I wanted to show you something. I don't have anyone else." Ultron says.**

"I wonder why." Wanda said.

**"I think a lot about meteors, the purity of them. Boom! The end, start again. The world made clean for the new man to rebuild. I was meant to be new. I was meant to be beautiful."**

"Technically... no."

**"The world would've looked to the sky and seen hope, seen mercy. Instead they'll look up in horror because of you. You've wounded me. I give you full marks for that. But, like the man said, 'What doesn't kill me-" A different body destroys the current body.**

Everyone flinched.

**Natasha backs away. "-Just makes me stronger" He locks her in a cage.**

Everyone glared at Ultron.

**Tony and Bruce are working on the upload. Natasha uses Morse code to send a message to Clint, who tracks the message.**

"Smart."

**"This framework is not compatible." Tony says.**

**"The genetic coding tower's at ninety-seven percent. You have got to upload that schematic in the next three minutes." Bruce says.**

**Steve arrives. "I'm gonna say this once." Steve says.**

**"How about 'nonce'?" Tony suggests.**

A few people chuckled.

**"Shut it down." "Nope, not gonna happen."**

**"You don't know what you're doing."**

**"And you do? She's not in your head?" Bruce asks.**

**"I know you're angry." Wanda says.**

"Oh, really? You do?" Bruce asked.

**"Oh, we're way past that. I could choke the life out of you and never change a shade." Bruce says.**

"I wouldn't have blamed you." Wanda said.

**"Banner, after everything that's happened..." Steve says.**

**"That's nothing compared to what's coming!" Tony yells.**

**"You don't know what's in there!" Wanda yells.**

"That was Ultron's consciousness, it isn't Ultron's anymore." Tony said.

**"This isn't a game..."**

"Nobody said it was!"

**"The creature...!" Wanda says.**

**Pietro rushes and unplugs everything. "No, no. Go on. You were saying?" He asks.**

**Clint shoots the glass, Pietro falls through. "Pietro!" Wanda yells.**

**"What? You didn't see that coming?" Clint asks.**

"I got him back." Clint said.

**"I'm re-routing the upload." Tony says. Steve throws his shield, Tony grabs a gauntlet and shoots him with it.**

"Fighting will get you nowhere!" Coulson yelled.

**Wanda calls her power, Bruce puts her in a chokehold. "Go ahead, piss me off."**

"I deserved that." Wanda sighed.

**Tony and Steve send each other flying back, Wanda freed herself. Thor enters.**

"This is so chaotic." Loki said.

**Thor jumps onto the cradle and calls lightening down onto it.**

Everyone tensed.

**Vision bursts through the glass.**

"That's... you." Steve said to Vision.

**Vision leaps toward Thor, who throws him into the glass.**

"I thought you said this didn't go terribly." Natasha said. 

"Just watch." Wanda said.

**Vision stops himself before he flies out of the building. Vision materializes himself some clothes as the everyone walks toward him.**

**"I'm sorry, that was...odd. *He turns to Thor* Thank you." Vision says.**

Everyone looked a mix between wary and confused.

**He says. "Thor, you helped create this?" Steve asks.**

**"I've had a vision. A whirlpool that sucks in all hope of life and at it's center is that." Thor says.**

**"What, the gem?" Bruce asks.**

"The mind stone." Everyone practically sang. 

**"It's the Mind Stone. It's one of the six Infinity Stones, the greatest power in the universe, unparalleled in its destructive capabilities."**

"Wow."

**"Then why would you bring it to..." Steve starts.**

**"Because Stark is right."**

**"Oh, it's definitely the end times." Bruce says.**

"Thanks Bruce." Tony said sarcastically. 

**"The Avengers cannot defeat Ultron." "Not alone." Vision says.**

"That is true." Clint said.

**"Why does your 'vision' sound like JARVIS?" Steve asks.**

"Because he was created from JARVIS.... sort of." Tony said.

**"We...we reconfigured JARVIS' matrix to create something new." Tony replies.**

**"I think I've had my fill of new."**

"Yeah, well..."

**"You think I'm a child of Ultron?" Vision asks.**

**"You're not?"**

**"I'm not Ultron. I'm not JARVIS. I am...I am."**

**"I looked in your head and saw annihilation." Wanda says.**

"You looked into Ultron's head." Vision said. "Not mine."

**"Look again."**

A few people laughed.

**"Yeah. Her seal of approval means jack to me." Clint says.**

"Same here." The other avengers, excluding Steve, said.

**"Their powers, the horrors in our heads, Ultron himself, they all came from the Mind Stone, and they're nothing compared to what it can unleash. But with it on our side..." Thor says.**

**"Is it? Are you? On our side?" Steve asks.**

**"I don't think it's that simple." Vision says.**

"How is it not that simple?" Gamora asked.

**"Well it better get real simple real soon." Clint says.**

**"I am on the side of life. Ultron isn't, he will end it all."**

"So you are on our side." Steve said. 

**"What's he waiting for?" Tony asks.**

**"You."**

**"Where?" Bruce asks.**

"Sokovia." The avengers realized.

**"Sokovia. He's got Nat there too." Clint says.**

**"If we're wrong about you, if you're the monster that Ultron made you to be-" Bruce says.**

**"What will you do? I don't want to kill Ultron. He's unique, and he's in pain. But that pain will roll over the Earth, so he must be destroyed."**

"So you don't want to kill him but you know he needs to be killed?" Natasha asked.

**"Every form he's built, every trace of his presence on the net, we have to act now. And not one of us can do it without the others. Maybe I am a monster. I don't think I'd know if I were one. I'm not what you are, and not what you intended."**

"You're different."

**"So there may be no way to make you trust me. But we need to go." He lifts Mjolnir.**

Everyone's jaws dropped, they were not expecting that.

"That is what made you trust me." Vision said.

**Thor takes the hammer and Vision walks off. "Right *He pats Tony on the back* Well done."**

"Yeah I agree." Everyone said. 

"Again, You designed JARVIS very well." Shuri said.

**"Three minutes. Get what you need." Steve says.**

**Clint grabs some arrowheads.**

**Pietro grabs some shoes and a shirt.**

**Tony goes through some AI's before using one called FRIDAY. "Good evening, boss." She says.**

"You have that many?" Steve asked.

**Pietro tosses Wanda a jacket.**

"That's my jacket." Natasha said. 

"Oh." Wanda said. 

"Keep it, it'll probably look better on you than it did me." Natasha said.

**Clint looks at a picture of his family.**

Clint smiled softly.

**"No way we all get through this. If even one tin soldier is left standing, we've lost. It's gonna be blood on the floor." Tony says.**

"The stakes are high." Rhodey said.

**"I got no plans tomorrow night." Steve says.**

**"I get first crack at the big guy. Iron Man's the one he's waiting for."**

**Vision walks by. "That's true, he hates you the most." He says.**

Everyone laughed.

**"Ultron knows we're coming. Odds are we'll be riding into heavy fire, and that's what we signed up for. But the people of Sokovia, they didn't. So our priority is getting them out." Steve says.**

"That's right."

**Pietro rushes into a police station. "We're under attack! Clear the city, now!" He yells. Nobody moves.**

"Why aren't they doing anything?" Sam asked.

**Pietro rushes back in, with a gun, he starts shooting through the ceiling. "Get off your asses."**

Everyone chuckled a bit at that.

Wanda smiled a little. "He hated when people just sat on their asses and did nothing." She said.

**Wanda uses her power to persuade the civilians to flee.**

**"All they want is to live their lives in peace, and that's not going to happen today. But we can do our best to protect them. And we can get the job done, and find out what Ultron's been building." Steve says.**

"It's nothing good, we know that." Clint said.

**"We find Romanoff, and we clear the field. Keep the fight between us. Ultron thinks we're monsters and we're what's wrong with the world. This isn't just about beating him. It's about whether he's right."**

"And we need to prove him wrong." Natasha said.

**Natasha is in her cell, she hears Bruce calling her name. "Bruce?" She asks.**

**"You alright?"**

**"Yeah."**

**"The team's in the city, it's about to light up."**

**"I don't suppose you found a key lying around somewhere?"**

**"Yeah I did." He shoots the lock off.**

"A nice key you got there." Peter said.

**She gets out of the cell. "So what's our play?"**

**"I'm here to get you to safety."**

**"Job's not finished."**

"It's barely started."

**"We could help with the evacuation, but I can't be in a fight near civilians. And you've done plenty. Our fight is over."**

**"So we just disappear?"**

"No! Don't do that." Everyone yelled.


	7. Sokovia

**"Your man's in the church, boss. I think he's waiting for you." FRIDAY says. Tony lands in the church.**

**"Come to confess your sins?" Ultron asks.**

"Trying to play god." Steve sighed.

**"I don't know, how much time you got?"**

**"More than you."**

**"Uh. Have you been juicing? A little Vibranium cocktail? You're looking, I don't wanna say, puffy."**

A few people chuckled at that statement.

**"You're stalling to protect the people."**

"I thought that much was obvious." Tony said.

**"Well, that is the mission. Did you forget?"**

**"I've moved beyond your mission. I'm free. *Something comes up from the floor* What, you think you're the only one stalling?"**

"What the hell is that?" Quill asked.

**"There's the rest of the Vibranium. Function: still unclear." FRIDAY says.**

"He's going to use it to destroy the city and subsequently the world." Vision said.

**"This is how you end, Tony. This is peace in my time."**

"He's a madman." 

**Ultron's robot army starts attacking the city.**

"Oh my god."

"Holy shit."

**"Go!" Steve yells as a robot starts shooting at him.**

**Clint shoots arrows at the robots. "Get off the bridge." Wanda says. A robot shoots at her, and the civilians she uses her power to make a shield.**

"That's useful."

**"Run!" A shot causes her to fall.**

**Vision finds Ultron. "Ultron." He says.**

**"My Vision. They really did take everything from me."**

"Just like you deserved." Natasha said.

**"You set the terms, you can change them."**

**"Alright." Vision grabs his head and kicks him out of the internet.**

"I can't imagine he was happy about that." Scott said.

**Thor is fighting robots below ground. Pietro rushes toward a group of robots, destroying them all.**

"Whoa!"

**"FRIDAY! The Vision?" Tony asks.**

**"Boss, it's working. He's burning Ultron out of the net, he won't escape through there." FRIDAY says.**

"That's good. Now we just need to focus on the bodies that he already has." Steve said.

**Vision let's Ultron's head go. "You shut me out! You think I care?" Ultron asks.**

"I think you care." Tony said.

**"You take away my world, I take away yours." He activates the vibranium core. The city starts to lift.**

Everyone's expression morphed to one of shock and fear. 

**"FRIDAY?" Tony asks.**

**"Sokovia's going for a ride." FRIDAY says.**

Everyone gave Tony a look. "She's new." Tony said.

**The city lifts higher.**

"Oh my god." Everyone whispered, horrified.

**"Do you see? The beauty of it, the inevitability. You rise, only to fall. You, Avengers, you are my meteor, my swift and terrible sword and the Earth will crack with the weight of your failure." Ultron says.**

Everyone watched with wide eyes.

**"Purge me from your computers, turn my own flesh against me. It means nothing. When the dust settles, the only thing living in this world will be metal."**

"He's insane." Maria said. 

"Beyond that." Fury said.

**Natasha and Brue are still underground. "We gotta move." He says.**

**"You're not going to turn green?"**

**"I've got a compelling reason not to lose my cool."**

**"I adore you." She kisses him.**

Everyone 'aw'd' at that.

**She pushes him off the ledge. "But I need the other guy." Hulk jumps onto the ledge. "Let's finish the job."**

"That was mean." Bruce said.

"Yeah, that wasn't nice... sorry." Natasha said.

**Hulk is jumping toward the city with Natasha on his back, she's screaming. He lands and she gets thrown off. "I really hope this makes us even. Now go be a hero." They run off in opposite directions.**

"Let's do this."

**Tony looks at the floating city. "The Vibranium core has got a magnetic field, that's what's keeping the rock together." FRIDAY says.**

**"If it drops?"**

**"Right now the impact would kill thousands. Once it gets high enough: Global extinction."**

"That's a terrifying thought." May said. Everyone made noises of agreement.

**Tony flies back toward the city. "That building's not clear, 10th floor." FRIDAY says.**

**Tony flies into the apartment. "Hi! Okay. Get in the tub!" He says. He flies them out on the bathtub as the building collapses.**

"Good thinking." Coulson said.

**"I got airborne, heading up to the bridge." FRIDAY says.**

**Steve gets tackled. "Cap, you got incoming." Tony says.**

**"Incoming already came in." Steve says.**

Everyone laughed at that.

"You pulled a Drax." Quill said.

"What?" Tony asked.

"Mantis got hit in the head by something and after that happened Drax told her to look out." Gamora said.

**"Stark, you worry about bringing the city back down safely. The rest of us have one job: tear these things apart. You get hurt, hurt 'em back.** **You get killed, walk it off."**

"I don't think you can just... walk off being killed." Natasha said. 

"Have you met Coulson? Loki? Groot?" Valkyrie asked.

**Hulk rips a robots head off. Wanda moves a kid to safety while Clint shoots robots. More robots start coming, Clint grabs Wanda and they jump into a building, Wanda is panicking. "How could I let this happen?" She asks.**

**"Hey, hey, you okay?"**

"Obviously she isn't." Natasha said.

**"This is all our fault."**

**"Hey, look at me. It's your fault, it's everyone's fault, who cares."**

"Saying it like it is." Tony said.

**"Are you up for this? Are you? Look, I just need to know, cause the city is flying. Okay, look, the city is flying, we're fighting an army of robots, and I have a bow and arrow. None of this makes sense."**

"Damn right none of this makes sense." Steve said.

**"But I'm going back out there because it's my job. Okay? And I can't do my job and babysit. It doesn't matter what you did, or what you were."**

The avengers all, discretely glanced at each other after that last statement.

**"If you go out there, you fight, and you fight to kill. Stay in here, you're good, I'll send your brother to come find you, but if you step out that door, you are an Avenger."**

"You could give Steve a run for his money with that speech." Sam said.

**"Alright good chat. *He gets up to leave* Yeah, the city is flying." He leaves.**

A few people chuckled at that.

**Two cars start to fall of the edge. Steve grabs the bumper of one, but it breaks off and the car falls.**

"Oh no."

**Thor sees and flies down to it, he grabs the woman's arm and throws her up to Steve, who catches her.**

Everyone sighed in relief.

**"I got you! Just look at me." He gets the woman to safety.**

**"You can't save them all." Ultron says.**

"We can try." Steve said.

**"You'll never..." Steve throws it off the ledge. "You'll never what? You didn't finish!" Steve yells.**

Everyone laughed. 

**Thor sets the other car down. "What, were you napping?" Steve asks. One of the guys gets out of the car and throws up.**

"Poor guy." Ned said.

**Thor uses Mjolnir to hit Steve's shield into a group of robots.**

"You two have the best fighting combinations." Sam said.

**He flies up and kills more robots, one gets sent into a gasoline truck, causing an explosion.**

"Whoa!"

**"Thor! You're bothering me." Ultron says.**

"I'm glad." Thor said.

**Clint is still shooting arrows at robots, he gets hit with something. "Ow!"**

**More robots arrive, Wanda walks out of the building, using her power to destroy robots, Clint continues shooting them.**

**"Alright, we're all clear here." Clint says.**

"Good. Now there's just the rest of the city." Natasha said.

**Steve is fighting a robot. "We are not clear! We are very not clear!" Steve says.**

**"Alright, coming to you."**

**Pietro rushes and grabs Wanda, then rushes off again. "Keep up old man!"**

Clint glared, but there was no heat behind it.

**Clint aims an arrow at where Pietro was. "Nobody would know. Nobody. 'The last I saw him, an Ultron was sitting on him. Uh...yeah, he'll be missed, that quick little bastard. I miss him already'."**

"Really, Clint." Natasha asked.

**Thor and Ultron are fighting in the church, Ultron slams a pillar into Thor's face.**

Everyone cringed.

**Pietro drops Wanda off, she uses her power to destroy some robots. "Hold your fire!" An officer says. Pietro gets shot, he gives the officers a look.**

A few people giggled.

**"Romanoff!" Steve yells and throws her his shield.**

**"Thanks!" She uses it to shield herself from some shots and throws it back to Steve who destroys the robot with it.**

"Nice."

**"The anti-gravs are rigged to flip. Touch 'em, they'll go full reverse thrust. The city's not coming down slow." FRIDAY says.**

**"The spire's Vibranium. If I get Thor to hit it-" Tony starts.**

**"It'll crack, but that's not enough, the impact would still be devastating."**

"Damn." Tony said.

**"Maybe if we cap the other end, keep the atomic action doubling back."**

**"That could vaporize the city, and everyone on it."**

Everyone sighed, hopelessly.

**"The next wave's gonna hit any minute. What have you got, Stark?" Steve asks.**

**" Well, nothing great. Maybe a way to blow up the city. That'll keep it from impacting the surface if you guys can get clear."**

**"I asked for a solution, not an escape plan."**

"There aren't very many options, Steve." Tony said.

**"Impact radius is getting bigger every second. We're going to have to make a choice."**

**"Cap, these people are going nowhere. If Stark finds a way to blow this rock..." Natasha says.**

**"Not 'til everyone's safe."**

"How are we going to do that?" Natasha asked.

**"Everyone up here versus everyone down there? There's no math there."**

**"I'm not leaving this rock with one civilian on it."**

**"I didn't say we should leave. *Steve looks at her* There's worse ways to go. Where else am I gonna get a view like this?"**

"Nobody is dying." Steve said.

**"Glad you like the view, Romanoff. It's about to get better." Fury says, a heli-carrier comes into view.**

Everyone started clapping.

"I'd definitely classify that as dramatic." Steve said.

**"Nice, right? I pulled her out of mothballs with a couple of old friends. She's dusty, but she'll do."**

**"Fury, you son of a bitch." Steve says.**

**"Oo-oh! You kiss your mother with that mouth?"**

Everyone started laughing again. 

"Oh come on! You too?" Steve asked.

**"Altitude is eighteen thousand and climbing." Maria says.**

**"Lifeboats secure to deploy. Disengage in three, two...take 'em out." Klein says.**

"Oh I remember him, he helps us out with the Rumlow thing." Natasha said.

**The lifeboats move toward the city. "This is SHIELD?" Pietro asks.**

"What it was intended to be." Peggy said.

**"This is what SHIELD's supposed to be." Steve says.**

**"This is not so bad."**

**"Let's load 'em up."**

**Robots start flying toward the heli-carrier.**

"Shit."

**"Sir, we have multiple bogies converging on our starboard flank." Maria says.**

**"Show 'em what we got."**

**"You're up." Rhodey flies up and destroys the robots.**

**"Yes! Now this is gonna be a good story." He says.**

"I'm sure it would." Tony said.

**Tony flies up next to him. "Yep. If you live to tell it."**

**"You think I can't hold my own?"**

**"We get through this, I'll hold your own."**

**"You had to make it weird."**

"Of course." Tony said.

**Steve, Natasha, Wanda and Clint help the civilians get to the lifeboats. "Number six boat is topped and locked. Or, uh, or stocked, topped. It...it's, uh, full of people." Klein says.**

Everyone laughed.

"Stocked and locked. I think is what he was trying to say." Coulson said.

**"Incoming!" Maria yells, a robot crashes into the heli-carrier. Maria starts shooting at it Fury stabs it in the head.**

Everyone sighed in relief.

**"You think you're saving anyone? I turn that key and drop this rock a little early and it's still billions dead. Even you can't stop that." Ultron says.**

**He is choking Thor. "I am Thor, son of Odin, and as long as there is life in my breast, I am...running out of things to say!"**

"You're terrible at stalling." Loki said.

**"Are you ready?"**

**Vision uses Mjolnir to hit Ultron away. Thor calls the hammer back to him.**

**"It's terribly well balanced." Vision comments.**

**"Well, if there's too much weight, you lose power on the swing, so."**

"Fight now. Discuss the magic hammer later, okay?" Natasha asked.

**"I got it! Create a heat seal. I can...I can supercharge the spire from below." Tony says.**

**"Running numbers." FRIDAY says.**

**One of the lifeboats starts falling, tony flies underneath it and catches it.**

**"A heat seal could work with enough power."**

"Okay, we have a plan." Tony said.

**"Thor, I got a plan!"**

**"We're out of time. They're coming for the core." Thor says.**

**"Rhodey, get the rest of the people on board that carrier."**

**"On it." Rhodey says.**

**"Avengers, time to work for a living."**

"Alright then."

**The avengers are in the church, destroying robots. Pietro rushes up to Wanda. "You good?" He asks.**

**"Yeah." She says.**

**"Romanoff? You and Banner better not be playing 'hide the zucchini'." Tony says.**

"Gross." Bruce and Natasha said.

**"Relax, Shell-head. Not all of us can fly. *She joins them* What's the drill?"**

**Tony points to the core. "This is the drill. If Ultron gets a hand on the core, we lose." He says.**

"So we just have to prevent any of the Ultrons from touching it." Steve said.

**Hulk joins them, Ultron arrives.**

**"Is that the best you can do?" Thor asks.**

"Don't ask that man." Clint said.

**Ultron summons more robots.**

**"You had to ask." Steve says.**

"You jinxed it, Thor." Bucky said.

**"This is the best I can do. This is exactly what I wanted. All of you, against all of me. How could you possibly hope to stop me?"**

**"Well, like the old man said. Together." Tony says.**

"Hell yeah."

**The avengers start fighting the robots in their own respective ways.**

"That looks pretty sweet, I'm not gonna lie." Ned said.

**Hulk bites one's head off.**

"Did he just... did he just bite its head off?" Sam asked.

**Ultron starts fighting Vision. Vision blasts him with the mind stone, Thor blasts him with lightening and Tony blasts him with his gauntlets. Eventually they stop.**

"Why'd you stop?" Clint asked.

**"You know, with the benefit of hindsight..." Hulk punches him away.**

Everyone clapped.

**Hulk starts chasing the robots.**

"The robots are scared of you now." Tony laughed.

**Some robots start to leave. "They'll try to leave the city." Thor says.**

**"We can't let 'em, not even one. Rhodey!" Tony says.**

**"I'm on it. Oh, no, I didn't say you could leave." Rhodey says.**

Everyone started laughing at Rhodey's commentary.

**"War Machine, comin' at you, right- *Vision flies up to him and uses the mind stone's power to destroy one* Okay, what?"**

"Still not used to all of the weird stuff yet?" Tony asked.

**"We gotta move out. Even I can tell the air is getting thin. You guys get to the boats, I'll sweep for stragglers, be right behind you." Steve says.**

**"What about the core?" Clint asks.**

**"I'll protect it. It's my job." Wanda asks.**

"That's right." Clint said.

**Clint, Natasha and Steve leave.**

**"Get the people on the boats." Wanda says to Pietro.**

**"I'm not going to leave you here."**

**"I can handle this. Come back for me when everyone else is off, not before."**

**"Hmm."**

**"You understand?"**

**"You know, I'm 12 minutes older than you."**

"As you loved to remind me." Wanda said fondly.

**"Boss, power levels are way below opt..." FRIDAY starts.**

**"Re-route everything. We get one shot at this." Tony says.**

Everyone tensed again, at how high the stakes were.

**Clint and Natasha are in a car. "I know what I need to do. The dining room! If I knock out that east wall, it'll make a nice work space for Laura, huh? Put up some baffling, she can't hear the kids running around, what do you think?"**

"I thought you told Laura you were done with projects." Natasha said, amused.

**"You guys always eat in the kitchen anyway." Natasha says.**

**"No one eats in a dining room."**

"I-I do." Steve said. 

"You are so old fashioned." Clint said.

**The pull up to the life-boats. "We don't have a lot of time." Clint says.**

**"So get your ass on a boat." Natasha says and goes to find Hulk. "Hey, big guy. Sun's getting real low."**

"The lullaby."

**Clint gets on a boat. "Costel? We were in the market. Costel?!" Zrinka asks. Clint sees Costel in the wreckage and runs off to go get him.**

"Nobel thing to do, Agent." Okoye said.

**Tony uses his laser to make a hole in the spire. "Thor, I'm gonna need you back in the church." He says.**

**Thor is with Steve. "Is this the last of them?" Thor asks.**

**"Yeah. Everyone else is on the carrier." Steve says.**

"Good."

**"You know, if this works, we maybe don't walk away." Tony says.**

**"Maybe not." Thor agrees.**

"You're ready to sacrifice yourselves." Pepper said.

"It's a part of the job." Tony said.

**Natasha is still with Hulk, she holds out her hand. He copies her, they start getting shot at.**

Everyone flinched.

**Ultron is in the quinjet. "I got no strings, so I have fun. I'm not tied up to anyone." He sings.**

"He's so creepy." Natasha said.

**Clint walks up to Costel. He turns around to shield himself from the bullets, Pietro runs in front of them and gets shot. "You didn't see that coming?" He falls over and dies.**

"Pietro." Wanda whispered sadly, tears in her eyed.

**Wanda senses his death and falls to her knees devastated, killing the bots around her.**

"Oh my god."

**Steve runs up to Clint. Steve picks up Pietro, Clint picks up Costel. Hulk drops Natasha off on the heli-carrier and jumps into the quinjet. "Oh, for God's sake!" Ultron says, Hulk throws him out of the jet, he crashes into a bus.**

"Thank you." Natasha said.

**Clint sets Costel down next to Zrinka. Clint sits down on one of the benches a medic walks up to him. "No no, I'm fine." He lays down. "Oh, it's been a long day."**

"That it has." Tony said.

**Wanda walks up to Ultron. "Wanda, if you stay here, you'll die." He says. "I just did. Do you know how it felt? *She rips his core out* It felt like that." She says.**

"Brutal, but he deserved it." Maria said.

Everyone in the room who had a sibling in the room felt a pang of sympathy for Wanda, all of them, save Thor, didn't know what they would do if they lost their brother or sister.

**One of the robots gets to the core, the city starts dropping.**

"No!" Everyone screamed.

**Tony shoots his unibeam. "Thor! On my mark."**

**Thor summons his lightening. Vision flies in to save Wanda.**

**"Now!" Tony yells. Thor brings his lightening down, the city blows up.**

**Tony flies over the water, avoiding the debris. Thor falls into the water.** **  
**

Everyone watched with wide eyes, completely unable to say anything due to their shock.

**Bruce is still in the quinjet. "Hey, big guy. We did it, the job's finished. Now I need you to turn this bird around, okay? We can't track you in stealth mode, so help me out. I need you-"Hulk shuts it off.**

Natasha sighed, sadly.

**The last robot crawls out of the crater. Vision lands across from him. "You're afraid." Vision says.**

**"Of you?"**

**"Of death. You're the last one."**

"Once this one's gone there's no more Ultron." Clint said.

**"You were supposed to be the last. Stark asked for a savior, and settled for a slave."**

**"I suppose we're both disappointments."**

"Nope, just you." Tony said.

**"I suppose we are."**

**"Humans are odd. They think order and chaos are somehow opposites, and try to control what won't be. But there is grace in their failings. I think you missed that."**

**"They're doomed."**

**"Yes. But a thing isn't beautiful because it lasts. It's a privilege to be among them."**

Everyone glanced at Vision.

**"You're unbearably naive."**

**"Well, I was born yesterday."**

Everyone chuckled at that.

"Made a metaphor literal." Natasha said.

"Pulled a Drax." Quill said.

**Ultron goes to attack, Vision kills him with the mind stone.**

"Finally!"

 **Clint arrives home to his family. Laura smiles and hugs him.**

Everyone smiled at that.

**Tony is driving, he pulls up to the compound. 'New Avengers Facility: Upstate New York.'**

"New facility?" The Avengers asked.

**Maria is walking with Helen.**

"Oh good, she's okay." Steve said.

**Natasha is alone in a room, she gets a call from Clint. A baby is shown wearing a shirt that says 'Nathaniel Pietro Barton.'**

Wanda smiled when she saw his shirt. "He would have been honored." Wanda told Clint.

**"Say hi to Auntie Nat." Laura says.**

**"Fat." Natasha says.**

"All babies are fat, Tasha." Clint said.

**Fury walks up to her. "One of our tech boys flagged this, splashed down in the Banda Sea. Could be the Quinjet. But with Stark's stealth tech, we still can't track the damn thing." He says.**

"The one time my tech isn't helpful." Tony said.

**"Right."**

**"Probably jumped out and swam to Fiji. He'll send a postcard."**

"He's not in Fiji." Valkyrie said. 

**"'Wish you were here'. You sent me to recruit him, way back when. Did you know then what was going to happen?"**

**"You never know. You hope for the best and make do with what you get. I got a great team."**

**"Nothing lasts forever."**

"Foreshadowing." Peter whispered, remembering the 'Civil War'.

**"Trouble, Miss Romanoff. No matter who wins or loses, trouble still comes around."**

"You've got a dictionary of quotes hiding behind that eyepatch don't you?" Tony asked.

**Steve, Thor and Tony are talking. "The rules have changed." Steve says.**

**"We're dealing with something new." Tony adds.**

"You got that right." Clint said.

**"Well, the Vision's artificial intelligence."**

**"A machine."**

**"So it doesn't count."**

**"No. It's not like a person lifting the hammer."**

"And you're talking about Mjolnir." Natasha said.

**"Right. Different rules for us."**

**"Nice guy. Artificial."**

**"Thank you."**

**"If he can wield the hammer, he can keep the Mind Stone." Thor says.**

"I'm sure I can only lift it because the hammer can't make out what I actually am." Vision said.

"Well, you never know." Tony said.

**Thor turns to Steve. "It's safe with the Vision."**

"Hey Thor? Why do you have a black strand of hair?" Clint asked. 

Thor was confused and looked closer and sure enough, future him had a black strand of hair. "It is tradition on Asgard, sort of, to braid a strand of a fallen relative or loved one's hair into your own after they die. Future me must have done that after Loki 'died." Thor explained.

**"And these days, safe is in short supply."**

"That's true."

**"But if you put the hammer in an elevator..." Steve says.**

**"It would still go up." Tony says.**

**"Elevator's not worthy."**

Everyone laughed.

**Thor pats Tony's shoulder. "I'm going to miss these little talks of ours." Thor says.**

**"Well, not if you don't leave." Tony replies.**

"You're leaving?" The other avengers asked Thor.

**"I have no choice. The Mind Stone is the fourth of the Infinity Stones to show up in the last few years."**

"Technically, it was the second, you just didn't know what it actually was until now." Loki said.

**They're outside. "That's not a coincidence. Someone has been playing an intricate game and has made pawns of us. But once all these pieces are in position..."**

**"Triple Yahtzee?"**

**"You think you can find out what's coming?" Steve asks.**

"I can save you the time, it's Thanos." Gamora said.

**"I do. Besides this one *He pats Tony's chest* there's nothing that can't be explained."**

"Why can't I be explained?" Tony asked.

**Thor calls the bifrost and leaves. "That man has no regard for lawn maintenance." Tony says.**

"Sorry." Thor said awkwardly.

**"I'm gonna miss him though. And you're gonna miss me. There's gonna be a lot of manful tears."**

**"I will miss you, Tony."**

**"Yeah? Well, it's time for me to tap out."**

"You're retiring?" All of the other avengers asked.

**"Maybe I should take a page out of Barton's book and build Pepper a farm, hope nobody blows it up."**

"That actually sounds nice, the simple life without all of this chaos." Pepper said.

**"The simple life."**

**"You'll get there one day."**

**"I don't know, family, stability. The guy who wanted all that went in the ice seventy-five years ago. I think someone else came out."**

**Tony goes to get in the car. "You alright?"**

**"I'm home."**

"Glad you found it." Sam said.

**Natasha is still alone in the room. Steve walks in. "You want to keep staring at the wall, or do you want to go to work? I mean, it's a pretty interesting wall." He says.**

"It is a pretty interesting wall." Clint agreed.

**"I thought you and Tony were still gazing into each other's eyes."**

"What?" Steve and Tony asked simultaneously. 

Everyone laughed.

**"How do we look?"**

**"Well, we're not the '27 Yankees."**

**"We've got some hitters."**

**"They're good. They're not a team."**

**"Let's beat 'em into shape."**

**They walk into a different room. Rhodey, Sam, Wanda and Vision are standing.**

"I guess you 4 are avengers in training now." Steve said.

**"Avengers..."**

"Assemble." The avengers finished.

**Thanos opens a vault with the infinity gauntlet in it. "Fine, I'll do it myself." He puts the gauntlet on.**

"What does he mean he'll do it himself?" Natasha asked.

"He made deals with people, Loki and Ronan, to get the stones, they failed him." Gamora said.

"This isn't good." Tony said.


End file.
